A Better World
by The Spirit of Evil
Summary: The cutie map sends the mane six to an alternate universe where crime and villainy have been eliminated, and their counterparts ruthlessly enforce Harmony. In their most difficult friendship mission yet, Twilight and her friends will find their strengths, philosophy and morality tested to greater lengths than ever before. *Concept inspired by Justice League: A Better World
1. Fallen Sun

This story is also on fimfiction under the name "A Better World". My account on there is The Spirit of Evil.

* * *

"I can say without a doubt that there are an infinite number of universes

Some are just like our own.. but for one or two significant events, exactly the same."

-Lex Luthor

* * *

"This day has been just perfect! The kind of day of which I've dreamed since I was small. Everypony I'll soon control! Every stallion, mare, and foal! Who says a girl can't really have it all?" Chrysalis sang gleefully.

Snorting in disgust, Twilight turned her attention to Cadence, stuck in green changeling goop. Shining Armor stood beside his would be bride, his eyes in Chrysalis' trance. Twilight quietly snuck past Chrysalis over to Cadence.

"Quick, go to him while you still have the chance!" Twilight whispered, freeing Cadence from the goop. Cadence nodded and trotted over to Shining, gently caressing his face. He gave no response, his eyes indicating he was still hypnotized. Tears formed in Cadence's eyes as she hugged him. Her horn sparked, and love magic flowed from her to him.

Shining blinked his eyes open, as if seeing everything for the first time. "Where? Huh? Is- is the wedding over?"

"It's ALL over!" Chrysalis landed in front of them with an angry expression.

"Quick! Perform your spell!" Twilight said urgently. Behind her her five friends nodded in agreement.

Shining's horn sparked as he tried to channel his magic. "I-I can't! My power is useless now... I don't have the strength to repel them!"

Candence held him close. "My love will give you strength!" She connected her horn with his, and the spell began glowing between them.

CRACK! A green flash blasted them apart, throwing Cadence and Shining against the wall. "I don't think so!" Chrysalis yelled.

"No!" Twilight screamed as her brother and would be sister-in-law lay dazed on the floor.

The changeling queen laughed. "Did you really think I'd be foolish enough to let them perform their love spell? Now let me show you what REAL strength is!" Chrysalis looked up at the ceiling, where Princess Celestia hung from a small cocoon. The cocoon was enveloped in a green aura and levitated toward Chrysalis.

"What are you...?" Fluttershy asked fearfully.

"Say GOODBYE to your precious princess!" Chrysalis smiled malevolently. She opened her mouth and a pink mist began to flow from Celestia's heart.

"Stop!" Rainbow yelled, flying at Chrysalis. The queen simply waved her hoof and Rainbow was magically thrown aside.

The pink mist continued to to drift into Chrysalis' greedy mouth as Celestia began to turn a shade of black. Twilight angrily shot a stunning spell, but it was deflected away. "Foolish ponies. You know it's funny really, do you know how many times Celestia defeated me before this? I counted. Two hundred times." The ponies looked at each other nervously. "Oh don't looked so surprised, she and I have been doing this for thousands of years. Every time, Celestia and her little pony allies would repel me with their love, and no matter how many cities I took, they eventually drove me away. That's why I attacked her precious capitol from the inside by using this pitiful wedding as a distraction."

"We-we'll stop you again!" Applejack said defiantly.

"You little ponies are so predictable. Every one of Celestia's little goody goodies said the same thing. No matter how many times they stopped me, it was only a matter of time before I outlived them. No matter how many prisons Celestia put me and my brood in, we would escape and try again, and again until finally we managed to get the upper hoof! Why? Because she didn't have the guts to do THIS!"

The mist stopped flowing, and Chrysalis hurled the now blackened Celestia at Twilight's hooves. Twilight desperately felt Celestia's chest for heartbeat, but all she heard was silence.

"You-you killed her!" Twilight yelled tearfully. Her friends gasped, looking appalled.

Chrysalis tilted her head looking confused. "I did? How unexpected... I drained her love not her life." She shrugged nonchalantly. "I suppose when you take away the love there isn't much left in you little ponies, is there?" Chuckling to herself, Chrysalis looked out the window, watching her changelings ravage Canterlot.

"You're a monster!" Rarity screamed, tears streaming down her cheeks as she looked at the fallen princess.

"A monster? Please. My changelings were denied sustenance, so I took it by force! Now you ponies will pay the price for exiling us!" Chrysalis hissed.

Emotions churned in Twilight's heart, as she looked at her fallen mentor. Memories from her childhood in the castle flashed through her mind. She heard Celestia's gentle laugh, remembering all their fun games and study sessions together. Celestia's kind, wise and caring face had always been there to look up to. Even in her darkest moments, Twilight knew that her mentor was as ever-present as the sun, always watching over and guiding her. Now that mentor was gone. She would never hear Princess Celestia's laugh, her words of wisdom, never feel her embrace again. Sadness and loss twisted inside her, twisted into something else. Something red, hot and powerful like the Sun. Rage.

Twilight stepped up to face Chrysalis with a steely look in her eyes. Magic began channeling at her horn, a large purple mass crackling with energy.

"You little foal!" Chrysalis laughed. "I've absorbed the power of Celestia herself! What makes you think you could stop ME?!"

Twilight spoke in an even, almost emotionless tone. "You're right Chrysalis. Princess Celestia could never have stopped you, because she couldn't do what needed to be done... but I CAN!" The magic on Twilight's horn turned a dark, smoky black color and blasted toward Chrysalis.

Before she could react, the magic hit Chrysalis square in the chest, and she instantly burst into black flames. She began screaming as everypony looked on in horror and fascination. "H-HOW?!" she screamed.

"You may have Princess Celestia's power Chrysalis, but I carry within me the most powerful magic of all. It was just a matter of realizing its TRUE power."

"Ahhhh!" Chrysalis stumbled around, the flames intensifying more and more. "Please! Stop, I'll do anything!" she begged.

"I realize now, why after thousands of years Princess Celestia wasn't able to bring Harmony. She wouldn't put an end to creatures like you. But I will." The black fire burned brighter around Chrysalis, and with an agonized scream she was turned into a smoldering pile of ash.

"T-Twi? Did you just...?" Fluttershy asked timidly.

"Well, it had to be done." Applejack stated flatly, taking off her hat in deference to the fallen princess.

"I'm sorry Twily." Shining trotted over to Twilight and hugged her sadly. Sometime during the battle he and Cadence must've regained consciousness.

"She- she didn't die for nothing Twi... she spent her life protecting Equestria, bringing Harmony." Cadence said mournfully.

Twilight looked up with a grim expression. "No, she didn't die in vain. We'll make sure of that. Equestria will have Harmony... one way or another."


	2. A New Mission

Two Years Later, a world away...

* * *

"I just don't get it. All the other changelings were willing to listen... why wouldn't she?" Starlight asked.

"Maybe she's just an evil jerk." Rainbow Dash replied nonchalantly, leaning back on her crystalline throne and resting her hooves on the map table.

Twilight shot Rainbow an annoyed look. "I think what Rainbow means to say is that it might take more time for Chrysalis to see the error of her ways. Unlike the other changelings, she's been evil for thousands of years. It's hard to break a mindset that you've had for that long."

"But Discord was also evil for a really long time." Starlight pointed out. Fluttershy looked away sadly and Starlight realized her mistake. "What I mean to say is, he's been around even longer than Chrysalis. If he can change his ways, why can't she? If I could just talk to her I could find a way to help her. I just know it."

Applejack had a skeptical expression on her face. "Well talkin' to her would mean findin her first." she pointed out.

"We've tried. The entire royal guard is still searching for her, but frankly she's powerful enough that if she doesn't want to be found, we won't find her." Twilight said. "We shouldn't have let her escape in the first place. I guess we were just so shocked by everything that happened that we weren't thinking very logically." Starlight looked down sadly.

"Starlight what's wrong? Why the sad face?" Pinkie asked in a concerned tone.

"Yeah ah get the feeling this is bothering you more than you're letting on sugarcube." Applejack observed.

"It's just... you've managed to reform almost every single villain you've faced. Nightmare Moon, Discord, Sombra, Sunset Shimmer, Trixie and..."

"And you." Spike finished, pushing himself up in his tiny throne.

Starlight nodded. "And me. Chrysalis was the first one I've ever tried to help like that and, well... I failed." she sighed. "Now she's lost her entire hive and she doesn't have a single friend to help her."

"So you see yourself in her." Rarity deduced. "I don't mean to be crass darling, but I see a vast difference between you and her. At least you were trying to help ponies before, if in the wrong way. You thought that cutie marks and talents interfered with friendship, so you tried to get rid of them. Noble, if deluded intentions. Chrysalis on the hoof... she's only obsessed with ruling Equestria and absorbing as much love as she can."

"I'm with Rarity on this one. Chrysalis only cares about herself and her own power." Rainbow agreed.

"What about you Twilight? Do you agree with them?" Starlight asked sadly.

"I-I don't know Starlight. Rarity has a point. Chrysalis claimed she was doing what she did to help her hive... but she could've been lying. Either way, the map's been quiet for a while, and we haven't faced any new villains yet. Chrysalis is the last real threat to Equestria, and we'll have to deal with her somehow."

"It'd be so much easier if we could stop these villains from popping up again and again." Rainbow sighed.

"Yeah totally!" Pinkie concurred. "Everypony would have waaay more time to party!" She jumped on the map and confetti somehow burst out of her mane.

Everypony chuckled as Pinkie grinned widely. "Hey, what's that beeping sound?" Starlight asked. Sure enough a distinct pinging sound reverberated throughout the room.

"I think it's the map." Fluttershy pointed a hoof at the glowing cutie map.

"Well you did say that map was quiet for a while. About time it gave us a mission if you ask me!" Rainbow grinned. Pinkie jumped off the table and everypony observed the map carefully. It flickered for a moment, and the six cutie marks of the Council of Friendship appeared. The map suddenly turned a deep red color and the cutie marks appeared over the Crystal Empire, then over Ponyville, then Canterlot.

"Hey what's it doing?" Pinkie asked. The cutie marks then did something they never had before. They turned a shade of black and began circling the entire table ominously. Everypony gasped in shock.

"Something must be wrong with it!" Twilight yelled. She channeled her magic, preparing a spell. Before she could cast it, the map flickered again and turned back to its normal light blue. The cutie marks turned back to their normal color and encircled a single building: Twilight's castle.

"Is it saying there's a friendship problem in the castle?" Spike asked.

"It can't be... unless there is. Is there?" Twilight looked around. Everypony shook their heads in response.

"Did you see how it turned red like that? And the cutie marks changed. Its never done anything like that before..." Rarity said nervously.

"It looked kinda scary." Fluttershy whimpered softly.

Twilight put a hoof to her chin in thought. "Why would our cutie marks circle the castle if we're already here?" The map began to glow with a blinding light, and a shimmering orb emerged from it. Twilight cautiously reached over to touch it, but before she could the orb zipped out the door leaving behind a glowing trail of light.

"It wants us to follow." Applejack guessed. Everypony (and dragon) followed the glowing trail out the door and into the hallway. The trail continued on twisting and turning through the large castle until it finally arrived at a destination.

"The library?" Twilight asked aloud as she pushed open the doors. "What could it want in here-" The map's intentions suddenly became abundantly clear. In the corner of the room, a large ornate mirror attached to complicated magical machinery was flashing with light.

"That's the mirror you use to go visit the human world right?" Starlight asked. Twilight nodded, looking warily at the glowing mirror. "I've always wondered what my human counterpart was like."

"She's just a normal high school student, if a bit socially awkward at times." Twilight answered, still deep in thought.

"So the friendship problem is in the human world then. No biggee, when you were there before dealt with the sirens and a crazy unicorn who wanted to take over the world!" Pinkie exclaimed. Starlight sighed. "Oh um no offense Starlight. Hey you know, you and Sunset Shimmer would actually get along pretty well! It's almost as if the writers made you a Sunset Shimmer 2.0!"

"Uh what do you mean the writers-" Applejack began but Rainbow cut her off.

"I've stopped asking."

"It can't be the human world." Twilight said worriedly.

"What do you mean?" Rarity asked.

Twilight pointed a hoof. "Look, the portal isn't using Sunset Shimmer's two way diary for power. And, the portal's glowing red instead of purple like usual."

"Oh well, better get started then!" Pinkie said gleefully. She bounced toward the portal, but before she could jump in Twilight levitated her away.

"NO!" she yelled, more harshly than she meant to.

"What's wrong Twilight?" Fluttershy asked cautiously.

"Sorry I didn't mean to yell. Look you can't just go jumping into alternate dimensions like that. It's extremely dangerous." Twilight explained.

"Uh why? We went to that opposite universe without a problem, and you went to the human world three times." Rainbow pointed out.

"There's a reason I stopped researching alternate worlds a long time ago. Some of the worlds... they weren't pleasant. There are worlds made of fire that would destroy you as soon as you jumped out of the portal, there are worlds like Tartarus that serve as prisons for horrible monsters, but the one that made me stop my research was the worst of all. The opposite human world. It- it was a place I never want to see again. I took a memory potion to forget what I saw there, but I remember that it was an apocalyptic wasteland where friendship was nonexistent." Twilight saw her friends looking utterly aghast and immediately regretted her words. "All I'm saying is, the multiverse isn't a place to mess around with." she summarized bitterly.

"So are you saying we... opt out of a friendship mission?" Rarity asked.

"I don't know. The map has never sent us anyplace dangerous before, but then again its never sent us to another world before either." Twilight replied, still mulling it over.

"Ah say we go. The map wouldn't send us without a reason and its our duty to help anypony who's having a friendship problem." Applejack said.

"I'm with AJ. Plus a whole new world means a whole lot of adventure!" Rainbow grinned. Fluttershy meekly nodded her assent and Rarity smiled, nodding her agreement.

Pinkie bounced up and down in excitement. "Ooh I hope there's another Pinkie there! We could have double the fun if we planned a party together!"

Twilight shook her head. "Sorry Pinkie, but I think we're better off avoiding our duplicates if possible. Things might get pretty confusing otherwise."

"I should come too. More magic might come in handy if this world isn't exactly friendly." Starlight reasoned.

"And you never know when you might need your trusty assistant!" Spike added.

"I'd normally say yes, but it seems like the map only wanted us six to go. If we're trusting the map's judgement here, we ought to trust it completely." Twilight said regretfully.

"Oh." Spike muttered with disappointment.

"But you both still have a very important job regardless. If we don't come back or send some kind of message within 24 hours, write to Princess Celestia and get help immediately. You're our one lifeline if something happens." Twilight instructed. "Also, one of you should watch the mirror at all times. Unless it's us, be suspicious of anypony who comes out."

Starlight and Spike agreed reluctantly.

"Alright, everypony ready?" Twilight looked around.

"Ooh but shouldn't we pack first?" Rarity asked.

"Uh Rarity, it's a friendship mission not a vacation sugarcube." Applejack said rolling her eyes.

"Point taken dear." Rarity sighed. Twilight and her five friends gathered by the portal, with expressions ranging from excitement to terror.

"On three then." Twilight said. "One. Two. Three!" The six ponies jumped into the swirling red portal and disappeared in a flash.


	3. Friendly Faces

As soon as she jumped into the portal, Twilight immediately remembered how uncomfortable cross dimensional travel could be. Red light flashed in her eyes, as magical and physical forces twisted and turned Twilight's body like a piece of taffy. She shut her eyes tight, waiting for it to end.

THUNK! Twilight felt herself land on a smooth surface. She blinked open her eyes and took in the scene around her. The portal had deposited her in a spacious crystalline room, with several lamps and paintings decorating the walls. Antique statuettes and ornate vases were displayed in glass cases, complimented by expensive looking chairs and furniture.

"Ugh I hate portals..." Rainbow groaned as she stretched her forehooves.

"Anypony else think this place looks familiar?" Applejack asked getting to her hooves.

Twilight realized she was right. She had been to this place once before, during her first princess summit. "This was the room where Princess Cadence stored the crystal mirror that I used to travel to the human world. Why would the mirror send us here?"

Pinkie sniffed loudly, as if smelling the air. "My Pinkie Sense is telling me this definitely isn't our universe. I'm getting an itch on my left back hoof. That means I'm in another dimension." Pinkie explained, as she kept trying to lick the hoof in question.

"And look at the mirror. I remember that our crystal mirror had a beautiful purple rim. This mirror has a red one... rather a poor color choice." Rarity added, eyeing the mirror distastefully.

"So we're in the Crystal Empire, in an alternate universe. Why though? Shouldn't the mirror have sent us to Ponyville?" Twilight wondered aloud.

"Unless there isn't another mirror in this world's Ponyville." Applejack suggested.

Twilight nodded. "Maybe the map and our mirror sent us to the next most convenient gateway they could find then."

"Um, but what do we do now?" Fluttershy asked. "Go find our friendship problem?"

"Silly Fluttershy. Just like I told Rarity, you don't find a friendship problem, it kinda hits you between the eyes, like KABLAM!" Pinkie hoofed herself between the eyes and fell over. Fluttershy looked slightly mortified at the idea of a friendship problem crashing into her.

"Shhh!" Twilight hissed, but it was too late.

"Who's there?!" an authoritative voice yelled from beyond the door. Twilight barely had time cast an invisibility spell over her friends before the doors to the room slammed open. Two royal guards in glinting gold armor held their spears at the ready. Both were white unicorns with harsh faces that looked like they never smiled.

Twilight muttered a small 'oops' as she realized she hadn't cast an invisibility spell over herself. Her friends were hidden, but she was completely exposed. "Um hello... how are you?" she asked weakly.

The guards looked at each other. One of them lit their horn with a light blue aura and shot a small bolt of magic at her. Twilight reflexively tried to dodge it, but wasn't fast enough. The bolt hit her in the chest, leaving a warm tingling sensation.

Immediately the guards' expressions changed, and they both prostrated themselves on the ground. "We apologize profusely Princess Twilight, we had to make sure you weren't a changeling infiltrator. The guards weren't made aware you were visiting today."

Surprised at this turn of events, Twilight let out a small sigh of relief. At least the guards recognized her as a princess. That was good sign that this universe wasn't ruled by somepony like evil King Sombra. "Oh uh it's fine really-" she began.

A familiar voice cut her off. "Twily!" Shining Armor galloped into the room and hugged her tightly.

"BBBFF?" Twilight asked in surprise.

Shining Armor rolled his eyes. "The one and only. Why didn't you tell you were visiting today sis? You're always so busy up in Canterlot that we barely see each other, and the one day you come to visit you don't tell anypony!"

"Ah well I um-" Twilight stuttered

"You probably didn't want to bore me while you looked at all these artifacts." Shining waved his hoof around the room. "Even though you're all grown up now, you're still that little foal with her head buried halfway in a book twice her size." he teased, smiling broadly. Twilight couldn't help chuckling. He ruffled her mane. "Come on, lets grab some lunch with Cadence and we can catch up. The chefs are making those gourmet hayburgers you love." The guards held the doors open and Shining beckoned Twilight forward.

Twilight glanced back at her friends, who watched quietly under the shimmering invisibility spell. Applejack waved a hoof, urging Twilight to go on without them.

"Uh Twilight, you okay?" Shining asked. "What're you gawking at?"

Turning away from her gesturing friends and tried her best at a smile. "Oh er nothing." Twilight followed her pseudo-brother out of the room and into the brightly lit crystal hallways. "I was just looking at this really cool vase from the paleopony period. It's an ancient relic that-" Shining cleared his throat. "Oh sorry."

"Twi if I let you, I bet you could talk about that vase for three hours." Shining grinned.

Twilight decided to stop pretending and come clean. This Shining behaved exactly like the one she knew back in her universe. If there was anyone she should trust in this place, it was her brother. "Uh listen Shining I actually need to tell you some-"

"So what's your count?" Shining asked before she could finish.

The question puzzled Twilight. "My... count?"

Shining waved a hoof and made a tsk tsk sound. "Oh you've been slacking haven't you?" he smiled teasingly. "Mine's at 256 after that skirmish with the changelings at the north border. They must be getting desperate if they're trying to flee into the mountains." he mused.

That was the second time Twilight heard about changelings after travelling here, so they were obviously still a threat in this world. And this 'count' had something to do with fighting them. An uneasy feeling settled in Twilight's stomach. Maybe she shouldn't out herself just yet, she decided.

They arrived at a set of large golden doors, which led into the Crystal Castle grand dining hall. It was as beautiful as the one Twilight remembered from her world. A large hand crafted banquet table sat in the middle of the room, lined with a variety of aromatic delicacies that made Twilight's mouth water. Paintings of Cadence's friends and family hung on the walls framed in gold. From her vantage point Twilight saw portraits of Flurry Heart and her brother smiling down at her. A glittering crystal chandelier hanging from the ceiling lit up the entire hall in rainbow colors.

"Look who decided to drop by." Shining exclaimed happily. Twilight turned her attention away from the decor, and saw Princess Cadence beaming at her from the head chair of the table.

"Twilight!" Cadence ran up and hugged her, shirking her usual calm royal demeanor. "Why would you come by without even telling us?" she asked in a slightly concerned tone.

"Oh I... didn't want to disturb you?" Twilight replied hastily.

"As if I didn't have time for my favorite sister-in-law!" Cadence laughed. She crouched down in a familiar position, and Twilight immediately knew the routine.

"Sunshine, sunshine, ladybugs awake! Clap your hooves and do a little shake!" Twilight and Cadence sang, smiling broadly.

After they finished, Shining gestured to the table. Twilight's stomach growled just looking at the delicious food, and she found herself digging in without hesitation. As she ate, Twilight guiltily thought of her friends, and hoped that the stealth spell was still holding up. Twilight showing up out of the blue was suspicious enough, but if all her friends were found as well, it could lead to trouble. Why were they here anyway? This world seemed to be exactly like hers. The only difference she'd even heard of so far was that the changelings were still a threat. Maybe there were some friendship problems in this world, but that wouldn't make the map send them here...

"So how are things up in Canterlot?" Cadence asked, interrupting Twilight's train of thought. "I hear some of the protests are actually starting become a problem."

"The protests?" Twilight asked, unsure of what to say. She'd never heard about any protests in Canterlot... well other than the protests of stuffy nobles who wanted a tax break because of their "higher stature".

"Oh Twily doesn't deal with that stuff." Shining said as he levitated a bite of sandwich into his mouth. "Those are Rainbow Dash and Applejack's sort of thing. One look at them and those ponies clear out faster than lightning!" he chuckled.

Twilight felt that uneasy feeling return to her stomach. Ponies scared of Rainbow and Applejack? They could be pretty scary when they got competitive, but since when did they scare away protesters? What were those ponies even protesting? As questions whirled around Twilight's mind, her gaze drifted upward to the paintings. Her eyes settled on the painting of Princess Celestia, who smiled her kind, wise and knowing smile down at her. A small glint on the frame caught her eye.

"In memory of Princess Celestia, beloved leader of her people, and raiser of the life-giving sun."

Rereading the words over and over in horror, Twilight felt her insides freeze. In memory. In this world Princess Celestia was... dead.

"Uh Twilight are you okay?" Shining asked worriedly, tapping her on the shoulder.

Cadence saw where she was looking and bowed her head sadly. "We miss her too Twilight. It's been two years but... every time I raise the sun I think of her." With a small sigh of regret, Cadence smiled. "But at least she'd be proud of us today. We managed to finally achieve Harmony."

Shining coughed uncomfortably and seemed to want to change the subject. "We put up that new painting you sent us. Cadence and I think it looks wonderful." he pointed a hoof to the wall behind Twilight. Still shaking from the shock of what she'd learned, Twilight turned around and looked where her brother pointed.

On the wall was a painting of her and her five friends. Twilight immediately noticed two, stark differences between her friends and the ones depicted in the painting. The six ponies each wore a small, golden crown with their element of Harmony embedded into it. The other difference was even greater.

Her friends' counterparts... were Alicorns.


	4. Judge, Jury and Executioner

Twilight's mind was a cacophony of questions. The rational part of her brain was desperately trying to organize them, but emotion overwhelmed her. In this universe, Princess Celestia had somehow... passed away. How was it even possible? She wasn't all powerful, but close. Celestia had lived for thousands of years, watching over Equestria and guiding it's peoples. Sure she had been captured and even turned to stone before, but she couldn't... she was immortal surely? But Twilight couldn't get around it. The proof was in front of her. In this world, Princess Celestia was no more. Twilight felt a wave of empathy for her counterpart in this universe. She couldn't imagine losing Celestia, a pony who was almost like a second mother to her. How had it happened? An accident, or had somepony... Twilight could only imagine a handful of ponies that could do something so vile.

Then there was the matter of her friends' counterparts. How could they all ascend to Alicorn status? In all her studies of magic, Twilight had never encountered anything that could make so many ponies into Alicorns. To her knowledge, the only way to become a true Alicorn was to achieve a deep connection to a powerful natural force. Princess Celestia was connected to the sun, Princess Luna was connected to the moon, Cadence had an innate connection to the force of Love, and Twilight herself had become connected to the force of Friendship. It was possible to become a pseudo-alicorn by stealing somepony's wings and using a potion to attach them to a new body. A few malicious unicorns had tried to do this by stealing Rainbow's wings. Attaching horns this way was far more dangerous, as the magic inside the horn could backfire and damage the new body severely. Even if either transfer was successful, the abilities of the new appendages would be extremely limited, because instead of tripling a pony's innate magic (to give the abilities of pegasi, unicorns and earth ponies), the pseudo-alicorn's original magic would be split in thirds, weakening them. Somehow, Twilight doubted that her counterpart would sacrifice her magic that way. So how were they able to...

"Your Majesties!" a loud, authoritative voice exclaimed, interrupting Twilight's train of thought. Cadence and Shining looked up from their food and turned to face the newly arrived guard. Twilight turned around to see that the guard was standing at attention.

"At ease. What is it Stone Wall?" Shining asked.

Stone Wall dropped his salute and relaxed his posture. "Your presence is needed in the court room to give judgement."

Cadence sighed and gave Twilight a knowing smile. "Not much else to do around here now that everypony is happy these days. I suppose boredom is better than the alternative." Twilight nodded, not knowing how to reply. She swallowed her emotions, and followed her brother and sister-in-law out of the dining hall.

They made their way through the castle until they reached the Crystal Court. Twilight had been there during session only once, and knew that the citizens of the empire would come to Princess Cadence and her brother with their grievances and concerns. The problems presented could range from a fight between two market vendors over space to a marriage on the edge of collapse. Whatever it was, Cadence would provide calm and impartial counsel for the conflicting parties to resolve the issue.

Cadence took her position on the crystal throne and Shining stood to her left. Twilight stood to the right, wondering what issues this world had to deal with. If everypony was happy, then why would Cadence need to hold court?

"Bring the prisoner in!" a guard yelled. The huge crystal doors of the throne room slid open and two guards trotted forward, dragging a small, unconscious black figure in chains. It was a changeling! The sinking feeling in Twilight's stomach intensified.

"We caught him near the western border hiding in one of the ice caves." one of the guards said.

"Has it said anything?" Cadence asked in a bored voice.

"It said it's name was 'Thorax'. Claimed it didn't like to steal love like the rest of the changelings and wanted to be left alone." the guard replied, rolling his eyes. Twilight remembered Thorax from recent events in her own world. A few months ago, Thorax had befriended Spike and claimed he only wanted to make friends with ponies. Though he was initially rejected, Spike had gotten Twilight and the others to see past Thorax's species and declare him a friend. Twilight herself had made quite the speech that day. Thorax had later proved himself to be a true friend, when he risked himself to aid Starlight in rescuing everypony Queen Chrysalis had captured.

This Thorax looked a far cry from the one she knew. He was still in his original changeling form, rather than the transformed version Twilight saw after Chrysalis was defeated. Yet his wings shimmered, hinting that he had been giving away love rather than taking it. Twilight wondered why the guards would forcibly bring him here if he was hiding.

"-probably a spy or a scout." the other guard finished his report and went silent, waiting for the royals to pass judgement.

"What if Thorax is telling the truth?" Twilight said hesitantly, looking around the room.

She was met with confused stares from her brother and Cadence. Then Shining began to laugh. "A good changeling! Hahahaha that's hilarious Twi! I guess Pinkie's been rubbing off on you lately."

Cadence herself chuckled quietly at the perceived joke. "Well since you're our guest Twilight, you get to do the honors."

"The... honors?" Twilight asked.

Shining wiped a tear from his eye. "Twily needn't waste her magic. Besides, I'm not letting her catch up that easily!" he said jokingly. Shining's horn glowed bright blue as he channeled his magic. Then suddenly, the magic turned smoky black and blasted toward Thorax. As soon as the spell hit him, Thorax instantly disintegrated, leaving nothing more than a pile of dust. "Well that puts me at 257!" Shining grinned.

Twilight was utterly shocked. Her brother had just... but he wouldn't, no it had to be a mistake... maybe she was just seeing things or it was just an illusion spell of some kind.

"Well that's another one of those pests dealt with." Cadence sighed. "Honestly these court proceedings are such a formality. We should really just let the guards deal with things like this."

"Y-you just..." Twilight stammered trying to wrap her head around what she had just seen. Her brother had committed murder, killed Thorax in cold blood. How was everypony acting so nonchalant? Was this the norm in this twisted world? Twilight had made a decision. She had to find her friends, and get back to the mirror as fast as possible.

The doors to the throne room slammed open and a haggard looking guard galloped in. "Sir! We've caught five intruders in the castle! There's something weird about them... I think you should see for yourself."

Shining nodded. "Bring them in." Twilight felt her heart skip a beat as the guards brought their captives inside. All five of her friends were unconscious and bound tightly, floated in green and blue auras by the guards.

"We found them near the grand dining hall, sneaking around under a stealth spell. Lucky for us it dissipated at that moment and we were able to apprehend them. They put up quite a fight... took ten guards to finally subdue them. But they look a lot like-"

"Like younger versions of Twilight's friends." Shining finished. "Are they changelings?"

"No sir, we tried using a reveal spell on them. If they were changelings they would've gone back to their original forms." the guard answered.

Twilight was barely able to keep herself together. Maybe she could still get them out of this without a fight. The ponies in this horrible world thought she was a princess after all. But if Shining or Cadence or anypony made one move to harm her friends, Twilight kept herself ready to attack at a moment's notice.

"Interesting." Cadence put a hoof to her chin in thought. Suddenly her eyes widened, as if a revelation passed over her. "Shining, where did you say you met Twilight today?"

"The museum room wh- the mirror!" Shining realized.

Twilight lit her horn and fired a stunning spell at pseudo-Shining, hitting him squarely in the chest. He fell over like a sack of potatoes. She turned toward Cadence, with the same spell charged up. For a moment she hesitated, looking up into the face of her former foal-sitter. Cadence didn't have the same problem. Energy whipped around her horn and crackled toward Twilight.

A flash of blue streaked across Twilight's vision, before her whole world faded to darkness.


	5. A Great and Powerful Prison Break

Feeling slowly came back to Twilight's body as she began to regain consciousness. A painful throbbing sensation pounded in her head... the after-effects of a powerful stunning spell, Twilight realized. She opened her eyes and immediately bright, glaring light flooded into her vision. Blinking away the rest of her drowsiness, Twilight saw large metal bars in front of her. A cell of some kind? She tried to channel her magic into a melting spell to cut through them, but found it somehow suppressed. She strained and groaned, sweat rolling down her face as she desperately focused on the spell.

"Woah easy there sugarcube." a voice said behind her. Twilight turned around and found Applejack and the rest of her friends sitting behind her in the cell, looking bored.

"I already tried magic dear. Seems they've put some kind of dampening spell on us." Rarity sighed. She carefully used a comb to smooth out her rather frizzy mane.

The events of the past few hours suddenly replayed themselves in Twilight's mind. Some of them she didn't want to think about. "W-what happened to all of you?" Twilight asked.

"After your brother took you away-" Rainbow began.

"He's not my brother. My brother would never..." Twilight couldn't even bring herself to say it.

Her friends nodded, seeming to understand. Rainbow continued, "After he took you away, we decided that if this place was anything like our world's Crystal Empire, then there would be archives somewhere. Applejack said we ought to do... research." Rainbow said the word with distaste.

"What we found... it wasn't good. Show her Pinkie." Applejack said dejectedly. Pinkie pulled out several newspapers from her mane, that somehow seemed to fit in there without falling out. Twilight looked at them closely, reading the bolded headlines.

Tirek publicly executed in Canterlot. Umbrum AKA Shadow Ponies exterminated, Crystal Empire holds national holiday. Former King Sombra destroyed, Princess Twilight Sparkle disavows rumors of dark magic used against him. Changeling hives successfully destroyed, Captain Shining Armor: "I won't rest until every last one of them is gone after what they did."

The smaller articles weren't much better. Princess Rarity passes new insolvency reform, "Those unable to give to society through taxes will instead help build a better Equestria through manual labor." Princess Fluttershy declares pet ownership illegal, "Animals should either be free in the wild or in the professional, loving care of our government. It's just for the best that our citizens do what's right for their pets and give them up."

Rarity sighed. "It appears that our counterparts aren't very nice ponies."

"That's the understatement of the year." Pinkie said as her mane deflated sadly.

"But I don't understand. Why would they do all this?" Twilight wondered.

They heard a loud sigh from the darkened cell next to them. "The day this world went wrong, was the day Equestria lost it's leader wise and strong."

"Z-zecora?" Twilight asked cautiously. The zebra stepped out of the shadows in her cell and nodded. Zecora looked solemn and weary. Tufts of her striped coat had fallen out, and her mane was messy and unkempt.

Applejack looked at her suspiciously. "Why are you in here?"

"Our Twilight forces Harmony upon us like a curse, and like many I choose to rebel, for better or worse. Celestia's death drove her mad... and what she has become now is quite sad. But I gather in your world this is not the case, so why have you come to this place?"

"Wait you know we aren't from this world?" Rainbow asked, raising an eyebrow.

"The spirits tell me many things, and unlike your counterparts, three of you have no wings." Zecora pointed to Pinkie, Rarity and Applejack. "I was here on mission to help the changelings escape persecution, but the guards captured me in retribution."

"I- I still don't understand how we could do these things. Forcing ponies into slavery in the name of generosity? That's just downright evil!" Applejack exclaimed.

"Perhaps my friends can better explain, how this world went so insane." Zecora suggested.

"Your friends? But uh, there's nopony else with you." Fluttershy said meekly.

Zecora laughed. "Do not think me a loon, but I am sure we will be out of here quite soon."

"What do you-" Twilight was cut off as a huge explosion shook the building. The cell was quickly filled with dust and smoke, causing everypony to go into a coughing fit.

"The Great and Powerful Trixie has arrived!"

Waving away the smoke, Zecora sighed. "I told her to be sneaky, but I suppose for her that would be too easy." Alarms began blaring throughout the prison as dozens of guards stormed in.

"Halt! You're under arrest!" a yellow pegasus guard yelled.

"When someone tries to block, show them that you ROCK!" the smoke parted and an enormous minotaur slammed the entire group of guards out of the way.

"Iron Will?" Fluttershy whispered.

The minotaur turned around and glared at them. "It's YOU!" he snorted, preparing to charge them.

"Stop!" Trixie commanded. Iron Will shot her a confused look. "With her amazingly powerful and dazzling magical abilities, Trixie senses that these aren't the ponies you think they are Iron Will. But... Trixie does wish to know who you are?"

"Magical abilities my hoof! Pretty obvious we ain't alicorns... cept' Twilight." Applejack said indignantly.

"A clone of Applejack? Please. Who are you to question the magic of the great and powerful Trixie?!" Trixie stood up theatrically.

Iron Will busted open Zecora's cell, and she nodded her thanks. "There will be time for introductions later, but we must leave before our problems become greater. For now Trixie, these ponies are on our side, they might be just what we need to turn the tide."

"Stop right there." Twilight turned her head and saw pseudo-Shining standing a few feet away with his horn lit.

Trixie levitated a small capsule from her satchel and smashed it on the ground. Smoke instantly filled the prison, blocking Shining from view. "That ought to buy us some time!" Trixie exclaimed proudly. They ran out of the prison, using the hole Iron Will had smashed in the wall. More alarms blared around them as the Empire went into lockdown. Twilight saw guards running towards them from all directions, levitating deadly spears and swords. She tried to channel her magic, but still felt it dampened.

A small blast of magic crackled from Trixie's horn, and suddenly the crystal ground beneath the guards turned to ice. They began slipping and crashing into each other haphazardly. Twilight and the others took the opportunity and ran past them. As they ran, Twilight slowly felt her magic coming back to her, like warmth spreading throughout her body. Iron Will pushed aside the panicking crystal ponies, yelling things like, "If you're in my way, I'll make you pay!"

The rhyming was really starting to hurt Twilight's head. She felt herself crash into Trixie who had stopped for some reason. Twilight looked up, and saw an angry looking Cadence... no make that pseudo-Cadence, blocking their path with several royal guards behind her. "Where do you think you're going?" she asked, lighting her horn. Trixie sent a blast of magic at the crystal ground again, but Cadence caught the magic with her horn and sent it flying back. The pink magic blasted Trixie back a few feet, leaving her dazed. She looked at Twilight and scoffed, "Did these troublemakers bring you here Twilight? Maybe they haven't told you the whole truth then."

"I know enough. You're not the Cadence I know and love." Twilight said, looking up at the other princess defiantly.

"I am Twilight, really. Shining and I... we just do we just do what has to be done, that's all."

"And that's what I'm doing now!" Twilight charged up her horn, fighting the dampening spell's remaining hold on her magic.

Cadence's eyes widened. "H-how are you...? Twilight if you'd just listen, you'd understand! We're the good guys! We finally brought Harmony to Equestria!"

"Go to Tartarus!" Twilight unleashed a massive blast of magic, sending Cadence and her guards flying.

"Twi that was... amazing!" Applejack had an awed expression on her face.

"Awesome!" Rainbow agreed.

"Not just awesome, it was FABULONGOSHOOMARVELISHLYWONDERPIPICAL!" Pinkie said in one breath.

"Er girls..." Rarity pointed behind them. Shining Armor and dozens more guards were galloping toward them.

"We must leave soon, or we will not just be dealing with Shining Armor and his goons." Zecora said darkly.

"You don't mean-" Iron Will shivered.

Zecora nodded. "Cadence already called her allies. To confront the six Princesses now would be most unwise."

"What do we do what do we do?!" Fluttershy fretted, covering her eyes with her forehooves.

"Never fear! The great and powerful Trixie has a plan!" Trixie exclaimed, dusting herself off from her fall.

"That'd be a first." Applejack whispered to Twilight.

Trixie levitated a small blanket from her satchel.

"Iron Will is confused. How does a tiny blanket help us to escape?"

Trixie tapped the blanket twice with her hoof, and in a burst of blinding magic, it transformed into a large, red carpet, floating a few inches above the ground. "Behold! The unbelievable, awe striking magic of Trixie!"

"Compactable flying carpet, made in Saddle Arabia." Rainbow read off the bottom of the carpet.

"Oh um, don't mind that. Everypony get on!" Trixie said, waving the group onto the giant carpet. Twilight stumbled onto the carpet, as nausea began to overwhelm her. The strain of fighting the dampening spell had taxed her strength greatly.

"Twilight are you okay dear?" Rarity asked.

"I..." was all Twilight managed before her weakened state overtook her. Twilight felt her eyes droop closed and her consciousness start to fade. A rush of cool air streamed past her as the carpet began to rise. As Twilight drifted away, she felt like a feather, floating peacefully in darkness.


	6. One Bad Day

Twilight felt the gentle warmth of sunlight on her face as she slowly regained her senses. She found herself on top of a small wooden bed, covered by a thin blanket. Morning light filtered through a window above her, gently lighting up the cozy bedroom. Several other beds lined the walls, with their covers strewn about indicating they had been slept in.

The events of the previous day flashed through Twilight's mind, as she began to recollect what happened. Experimentally, she lit her horn and levitated her blanket. Rest seemed to have renewed her dampened magic back to its full strength. Twilight slowly began to realize the full weight of her predicament as her brain woke up.

She was in a completely different universe to her own. Calculations and theories began to float through her mind, putting themselves together to reach a shocking conclusion. According to Starswirl's research, she was physically millions of light years from her actual home. She had blindly put her faith in the cutie map, trusting it to know what was best. Every friendship mission the map had sent them on had its own difficulties, but this was another level entirely.

Her train of thought was interrupted by two short knocks at the door. Twilight tensed up, her magic at the ready. The door creaked open and Zecora trotted in, smiling at her. "Ah I see you are awake, I trust some sleep has alleviated your ache?"

Twilight nodded and asked, "Where are we? We... escaped the Crystal Empire and..." she put a hoof to her mouth as she remembered the actions of her alternate sister-in-law and brother. "Shining Armor and Cadence are..." Twilight couldn't even stand to say it.

Zecora looked away sadly. "I am truly sorry Twilight, but we do have a plan to make things right. Now come the others are waiting. Perhaps you can provide some insight into the plan we are making?" Twilight followed the zebra out of the small bedroom, wondering what kind of plan her friends had come up with. Was this even their friendship mission? Whether it was or not, Twilight knew she and her friends couldn't just leave without doing something.

As they trotted through a circular room filled with bubbling potions, strange ingredients and glowing talismans, Twilight realized she was in an enlarged version of Zecora's cabin. Maybe the rebels had built the cabin into a base of sorts? The Everfree forest would certainly be a good hiding place. A memory from long ago flashed through Twilight's mind. ' _This part of the forest is dark and damp, but it's done well to hide our camp._ '

It felt like ages since Twilight had fought Starlight as she used Starswirl's time spell to change the past over and over again. Each world Twilight had come back to was worse than the last. A world where King Sombra waged a brutal war against Equestria. A world where Chrysalis took over and ponies were exiled to the forest. A world of eternal night. So many ways that Equestria had fallen into darkness, because of a tiny change to the past. Could this world be the same? Maybe there was one thing, one bad day in the past that sent this Equestria into darkness. That had made her own counterpart evil. Maybe one bad day was all it took...

"Twilight you're okay!" a blur of pink jumped on top of Twilight, hugging her tightly.

Twilight grinned at her friend. "Uh Pinkie I can't breathe."

Pinkie Pie let go of Twilight and backed up slightly, allowing Twilight to see the rest of the room. Her other friends were sitting at a table, looking over at her with grins of their own. Trixie sat across from Applejack, a deck of cards strewn between them indicating they had been in the middle of a game.

"Good to see ya well Twilight!" Applejack said joyfully.

A light brown pegasus with a green shirt, black greyish mane and compass cutie mark trotted into the room. "Iron Will says breakfast is almost ready."

"Daring Do?" Twilight asked in surprise.

Daring Do froze and looked at Twilight for a moment, as if determining whether to fight or run. Then her face visibly relaxed. "Sorry," she sighed, "it's just a bit surreal seeing all of you here."

Trixie smiled at her hand of cards and confidently thrust them onto the table, causing Applejack to grumble something about cheating. "Your friends explained everything about your alternate world and how you ended up here. I for one don't buy it. You're too... nice."

Daring looked at Trixie crossly. "Zecora believes them and so do I."

"What if they're spies or... robots or something?" Trixie argued.

"Twilight saved us from Cadence. Though she wouldn't have had to if you had some patience." Zecora sighed. Twilight remembered how Trixie had blown the prison wall to bits, alerting every guard in the Empire.

"The Great and Powerful Trixie doesn't need to be sneaky! Besides I could have easily taken on that prissy Princess. She just... took me by surprise is all."

"Right." Daring rolled her eyes and took a seat at the table. Zecora and Twilight sat down as well, stifling a small chuckle.

A few minutes later, Iron Will walked in, carrying platters of gourmet cooking that made Twilight's mouth water. "So what's this plan you were talking about Zecora?" she asked, wolfing down some pancakes.

"A plan to set Equestria free, to which you and your friends are the key." Zecora said cryptically.

"If I may ask, what happened to this world? You said that everything went wrong when Equestria lost its leader?" Rarity asked. "Does that mean... Princess Celestia is... gone?" she asked worriedly. Twilight felt a pang of pain in her heart as she remembered the painting in Cadence's castle.

"Afraid so." Daring tipped her hat down, sighing sadly. "Two years ago Queen Chrysalis and the changelings infiltrated the royal wedding of Shining Armor and Cadence. Chrysalis captured Celestia and drained her of her love. Must've somehow killed her in the process."

"But... but we stopped Chrysalis! Didn't Shining Armor and Cadence repel the changelings with their love shield thing?" Rainbow asked, her voice quivering.

Zecora shook her head. "Perhaps in your world this is so, but in out world sadly no. After her mentor was no more, our Twilight lost control. She slew Chrysalis with dark power, the magic of friendship turned sour."

Twilight's felt small tears wet her eyes. Not just out of sadness, but out of guilt and shame too. Sometimes her magic even frightened herself at times. She remembered the anger that twisted within her as she hurled bolt after bolt of power at Tirek. At that moment, she wanted to hurt him, smash him into a million pieces for destroying her home and hurting her friends. Twilight hadn't told anypony, even her friends, but that battle had a deep impact on her. She mentally resolved never to use her full power ever again, and always kept her emotions in check. Even when Starlight threatened to destroy Equestria in the name of revenge, Twilight held back, using a fraction of her magic. In her moment of rage against Tirek, Twilight had seen her dark side. She never wanted to see it again.

"Twilight... are you okay?" Fluttershy put a comforting hoof on her back. "It's not you Twilight. You're a better pony than that."

Twilight blinked away her tears. She had to be strong, for her friends if not herself. "I'm fine." she said in a mechanical voice.

Daring continued, "Everything went wrong after that. Twilight and the others started taking a harsher approach to crime and villains. Said that ponies needed a guiding hoof to keep Harmony. Princess Luna went along with it at first... or maybe she just was just too busy grieving. But soon it started to get out of control, and Luna began to denounce the stuff they were doing. I guess Twilight saw the signs, and decided that it was time to take over herself. It wasn't really too hard to demonize Luna, after all the history with Nightmare Moon. They declared her a traitor and imprisoned her in stone. After that things started getting worse. Somehow, Twilight and the others made themselves Alicorns and declared themselves Princesses."

One bad day... all it took was one bad day for the world to unravel. It would've been laughably ironic if it weren't horrible.

"I- I can't believe we- they did all that. It's just... too evil!" Rarity exclaimed.

"Loss does strange things to ponies." Daring said, in a tone that hinted she was speaking from experience. "It can warp the way you perceive things."

"But they're still tyrants." Twilight said firmly. "What's your plan to beat them?"

"We're gonna steal the Elements of Harmony." Trixie said as she pulled a card from the deck and smiled at it. She revealed another winning hand to Applejack, who sighed and tossed her cards away in defeat. The magician adjusted her hat, and Twilight thought she saw a few cards under it.

"Wait, they still have their Elements?" Rainbow asked.

"Well duh. What did you lose yours or something?" Trixie asked mockingly.

"We had to give the Elements up to save Equestria." Twilight said. She wondered why their counterparts hadn't given up their elements. Maybe they had found some other way to save the Tree of Harmony?

Trixie rolled her eyes. "Without the Elements, they'll be much easier to defeat. Our theory is that they somehow used the Elements to become Alicorns."

"But if the Elements are the source of their power, then they'll be heavily protected." Rarity pointed out.

"You're right. Our spies in the castle told us that the Elements are under some heavy enchantments, that only Twilight and the others can get through." Daring replied.

"Which is why you need us." Twilight realized.

"So we sneak into Canterlot castle, grab the Elements, and use them to beat the Princesses!" Rainbow said, smacking her forehooves together. "Sounds like a plan!"

"It's not that simple." Daring said. "We don't know where the Elements are being kept, or how to find them. We can't just wander around Canterlot castle looking in every room."

"I could use my gem spell." Rarity suggested.

Trixie smirked. "Oh yes a gem spell will definitely narrow it down. In Canterlot of all places, where every noble worth their bits owns a collection of dresses with dozens of gems embedded into it."

"There used to be a spell for the bearers to locate their Elements in that Elements of Harmony guidebook Princess Celestia gave me. The one Discord hid the Elements in the first time we fought him." Twilight reminisced.

Zecora raised her eyebrows. "Can you perform this spell? If so, do tell."

Twilight shook her head. "The magic is in the book, so I'd need to read the spell out of it. It doesn't matter anyway, the book was destroyed when Tirek blew up the Ponyville library." She looked down sadly, once again painfully reminded of her battle with Tirek.

"Your sense of loss I understand, but we are in luck, as our library still stands."

"Wait a sec. The Ponyville library is still around?" Rainbow asked.

"Alternate universe Dash." Applejack reminded her.

Daring raised a hoof. "Even if the book was still around, wouldn't er- evil Twilight have destroyed it a long time ago? You don't just leave a book with the details on your greatest weapon just lying around."

"Uh, it's Twilight." Rainbow said as if that was an answer.

"Okay... and?" Daring asked.

"Twilight... well how to put this... she's rather fond of books." Rarity said.

"She's obsessed with them!" Rainbow exclaimed.

"No I'm not!" Twilight shot back. "Just because I enjoy reading doesn't mean-"

"You read every single book in that library. Twice." Fluttershy said quietly.

"Point is, she wouldn't destroy it." Applejack summed up.

"She could've just taken it with her to Canterlot." Daring pointed out.

"Maybe. But we should still check. If we're lucky, it could still be there." Twilight said.

Zecora nodded. "I nor my friends can go into town. Our crimes against the Princesses are well known."

"I'll go. I'll use a glamour to disguise myself." Twilight said.

"We're goin with you Twi. Ya ain't goin in there without backup." Applejack said firmly. Twilight acquiesced.

"We'll get to see the library again Twilight!" Pinkie giggled, probably remembering all the good memories they'd made there.

Twilight wasn't as optimistic. If Ponyville was anything like the Crystal Empire, she had a feeling this wouldn't be a pleasant stroll through town.


	7. Morning in Ponyville Shimmers

"Really Twilight couldn't you have made me another color?" Rarity whined, looking at her hoof.

"It's just a disguise Rarity." Applejack sighed.

"Yes but the glamour made you a lovely shade of red Applejack. Can I please be anything else except... _green_." Rarity said with distaste.

Twilight, now a bright pink unicorn with a blue mane, rolled her eyes. Her horn briefly flashed purple and Rarity's coat changed into a dark shade of blue. "Better?"

"Much. Thank you dear." Rarity said, smiling.

A bright blue earth pony with a candy pink mane bounced next to them. "Yay! We can be blue buddies Rarity!"

"I still don't understand why I couldn't change your mane Pinkie. It's almost like something was blocking my magic." Twilight wondered.

"I wish you hadn't changed my mane." a grey pegasus said as she hovered over them. "Having a rainbow mane is totally awesome!"

"I'm surprised the glamour was able to even change our cutie marks." an orange pegasus said softly, looking at her cutie mark of a watering can over a flower.

"The glamour didn't really change our cutie marks Fluttershy, it's more like... an aura, projecting out a false image of us." Twilight explained. "Hopefully it should be enough to keep ponies from recognizing us. Too bad I couldn't change our faces as well."

"I can barely recognize us as it is. If things get crazy it's better we can at least recognize each other." Rainbow reasoned.

Although her friends seemed to be very curious about their new appearances, Twilight knew what was really on their minds: Ponyville. It had been less than two days since she'd left home, but it felt like much longer. Ponyville, their Ponyville, was in an entirely different universe. Twilight felt homesickness overwhelm her as she thought of just how far away from home she really was. To make it worse, she was cut off from her only way back to her world. Twilight doubted pseudo-Cadence and Shining Armor would simply let them use the mirror to go home.

And yet here they were, walking towards the counterpart of the home they yearned to return to. Fate certainly had a cruel sense of irony. What would they find in this alternate Ponyville? Hundreds of horrible scenarios flashed through Twilight's mind. What twisted, cruel, depraved version of her home town would exist in this universe? Maybe her counterpart had put some horrible curse on the townsponies. Or maybe everypony was hateful and mean? Or maybe-

"Oof!" Twilight grunted as she bumped into Rarity. "Oh sorry Rarity, I wasn't looking where I was-" Twilight faltered as she looked ahead of her on the path. Rarity and the others looked on as well, not even paying Twilight any mind.

"It looks... normal." Rainbow said in a puzzled voice.

"Just like home..." Rarity observed, raising her eyebrows.

Pinkie tilted her head. "Ponyville looks like... Ponyville."

Twilight stared at the simple looking timber-framed houses with distinct thatched roofs. Ponies trotted by, going about their day, casually greeting each other along the way with friendly smiles.

"Well we can't just stand here. The library's at the other end of town... at least, it should be." Twilight said. They crossed a bridge over the small river that passed through Ponyville, looking around at the eerily familiar surroundings.

"Why are there royal guards here?" Applejack whispered pointing a hoof. Twilight turned to where her friend pointed, and sure enough, three royal guards stood absolutely still, watching the townsponies pass by. She noticed some of them glancing furtively at the guards, and quickening their pace. Twilight and her friends gave the guards a wide berth, keeping their heads down so the guards wouldn't see their faces.

As they trotted further into town, Twilight noticed that guards were stationed in almost every street, silently watching citizens pass by. A sense of tension and nervousness was almost palpable in the air.

"Loyalty." Pinkie muttered.

"What's that?" Rainbow asked, looking up.

"Loyalty." Pinkie said again.

"Uh, what do you mean darling?" Rarity pressed.

Pinkie pointed a hoof and Twilight turned her gaze. Her friend was pointing at a large cyan poster that was pasted onto the wall of a nearby house. A picture of alicorn Rainbow Dash took up most of the poster, showing her saluting with a determined expression on her face. Underneath the picture, LOYALTY was spelled out in bold, black letters. Twilight squinted to read the smaller text on the bizarre poster. 'Loyalty to Equestria is Harmony. Loyalty to Equestria is peace. All citizens are required to undergo loyalty checks at least once a week. Houses may be searched for treasonous materials at ANY time for ANY reason. Failure to comply is punishable by law. Only by ensuring our commitment to Equestria, can we reach toward a brighter future.'

"Look, there's another one!" Rainbow exclaimed. Twilight turned, and this time saw a different poster. Alicorn Applejack was plastered on a wall, with a firm, stern look. Beneath her, the word HONESTY was boldly printed in red. 'Honesty lights the path to a better Equestria. Report any potential rebel sympathizers to your nearest royal guard. Failure to do so is deemed treason and is punishable by jailtime and/or work camp detention. Only by rooting out lies and corruption can Equestria prevail.'

Applejack shook her head. "It's not right, it just ain't."

"Are you okay Applejack?" Fluttershy asked worriedly.

The apple farmer sighed sadly. "Ah always try to be honest myself, it- it's just the right thing to do. Ah try to encourage other ponies to be honest as well. Always drill it into Apple Bloom's head that honesty is the best policy. But this- this is horrible. They're forcing ponies to report each other. If anythin', that destroys trust rather than builds it."

"I know right!" Rainbow Dash said angrily. "Being loyal is one thing, but forcing ponies to be loyal like that is just... just crazy!"

Rarity looked up at the sky towards the bright morning sun. "I know they lost Princess Celestia, but to go this far... even over her..."

"It's not that far from what we do, if you think about it." Twilight said grimly.

"I'd rather not." Fluttershy muttered, massaging her temples.

"We'd better keep movin'. Ah don't wanna stick around this place any longer than ah have to." Applejack said, shaking her head. The posters became more and more frequent as they neared the center of town, interspersed with the occasional "kindness" poster, reminding ponies that owning pets was illegal, and 'reporting dissenters is the kindest thing you can do'.

The larger circular town hall came into view and Twilight knew they'd reached the center of own. Dozens of ponies trotted about, visiting stores like sofa+quills, and sugarcube corner.

"Remember, there are five government sponsored parties every month! Attendance and participation is mandatory for all citizens. Your government wants to ensure that Ponyville is fun, happy environment." a cheery voice said. Twilight looked up, and saw that a large, metal speakerphone mounted on a pole had made the announcement. "Your government wants to thank everypony who sacrifices their time and effort in labor camps. Only if we embrace the spirit of generosity, can we build a better Equestria."

"Ugh." Rarity grimaced. "It's not generosity if you're _forced_ to give it up."

"Shh!" Twilight hissed, putting a hoof over Rarity's mouth. She glanced at the nearest guard, who thankfully seemed not to have heard them. The announcements droned on and on, as Twilight and the others made their way through the town center.

They were just about to pass sugarcube corner, when a familiar voice said, "-supposed to get our cutie marks if we can't do anything?!"

"Apple Bloom?" Applejack whispered. Twilight urgently waved a hoof, and they all quickly hid around a corner. Twilight craned her neck, straining to get a better view. Apple Bloom, Sweetie Belle and Scootaloo all exited Sugarcube Corner with disgruntled expressions on their faces. Applejack and Rarity started forward, but Twilight held out a hoof to stop them, shaking her head.

Four armor clad guards trotted out of the bakery after the fillies with stern expressions. "I'm sorry ma'am," one of the guards said, "but you know the rules. No unsanctioned activities, no unsupervised outings, no-"

"Yeah, yeah, we know." Scootaloo sighed, looking down at her cutie markless flank.

Sweetie Belle looked up and gave a half hearted wave as Diamond Tiara passed by them. The pink filly brushed her mane aside and said, "Oh hey..." then snidely she added, "blank flanks." As soon as she said it, Diamond's eyes went wide and she covered her mouth.

The lead guard lit his horn, and Diamond Tiara was levitated into the air. Hoof cuffs appeared on her fore-hooves in bright flash. The filly shook her hooves frantically. "Please I'm sorry, I didn't mean it, honest! It was just force of habit. Please I'll apologize, whatever you want!" she pleaded, crying.

"Let her go! Please, I don't want this!" Apple Bloom begged the guard.

He shook his head. "Sorry miss, but the law's the law. Name calling is banned by order of Princess Fluttershy. The other guards will escort you home." The guard trotted off, with Diamond Tiara in tow.

"Oh dear... shouldn't we do something?" Rarity whispered.

"We can't blow our cover." Twilight replied. "The best thing we can do for her is get that book, and defeat the princesses once and for all." Rarity nodded glumly, and they trotted on. They walked in silence, trying to avoid looking at the dozens of Loyalty and Honesty posters plastered around them. Finally, the familiar giant tree that housed the Golden Oaks Library came into view.

Twilight stopped walking, and stared at the building. Memories flooded back, of all the good times she'd had here. Her first night in Ponyville, where Pinkie Pie had arranged a giant welcome party for her. Her first sleepover, where Applejack and Rarity had overcome their differences. The cute but silly jealousy of Spike when she adopted Owlowiscious. The library had been her first home, her anchor in Ponyville while trying to understand friendship. When Tirek destroyed it, Twilight felt like she'd lost a crucial part of herself. But here they were, in front of the same, exactly identical building like nothing happened. Twilight took a deep breath, and opened the wooden door.

Inside, the library looked pretty much as Twilight remembered it. Shelves of books were embedded into the tall, circular walls. The color scheme was a warm, inviting pink, enhanced by a painting of a glowing sun on the ceiling. Four small tables were carved into the floor, displaying the newest books added to the library (which weren't that new, as most ponies rarely used the library). A wooden ladder balanced precariously on one of the taller shelves, allowing earth ponies easy access to the top shelves. At the top of the ladder, a dark pink earth pony with a bright pink mane was busily rearranging a shelf. She turned around and smiled at the new arrivals.

"Welcome to the Golden Oaks Library! I'm Cheerilee, the librarian. Let me know if there's anything I can help you with."

"You're a librarian? But... I thought you were a teacher?" Rainbow asked.

Cheerilee laughed. "I used to teach a couple years ago, but after the education reforms, they didn't really need me, so I came here. I can still help fillies and foals learn just... in a different way."

"Education reforms?" Twilight queried. Cheerilee looked slightly confused. "We haven't been keeping up with news much, we're travelers." Twilight quickly said.

Cheerilee nodded, her expression turning slightly sad. "Well, that makes sense I suppose. When Princess Twilight took over, she made a standard curriculum for every school across Equestria to follow. She said it would make sure no foal was left behind. I think she called it common core or something like that. Anyway, I tried my best to teach it while allowing my students to show their creativity, but the school administrators weren't too happy. They... let me go."

"That's awful!" Twilight exclaimed, reaching out a hoof in sympathy.

"It's... probably for the best. It's Twilight of all ponies. If anypony knows about education, it's her. Say, you actually look alot like her." Cheerilee observed. "In fact, if you were lavender, I'd say you were the same pony."

Twilight chuckled nervously. "Yes, well I'm not lavender, so no need to worry about that."

"Well I need to finish sorting these books. Just tell me if you need anything." With that Cheerilee turned back to her work.

Twilight looked at her friends, but all she got was a few shrugs or shakes of the head. She waved a hoof, and her friends began looking for the Elements of Harmony book, scouring every part of the library.

While looking through the 'D' section, Rainbow spoke up. "Where are all the Daring Do books?" Twilight mentally facehoofed. That was the kind of question that would draw attention, which was exactly what they _weren't_ trying to do.

Fortunately Cheerilee didn't seem suspicious. "Even though you're travelers, you really ought to catch up on the news. Not knowing some of this stuff might get you into trouble with the law. Daring Do is a wanted criminal, and besides, her books would probably end up being purged anyway."

"Purged?" Rarity asked.

"Ideological purge. Every month some representatives from Canterlot sift through the books and take every book that could possibly sow disharmony to Canterlot for storage." Cheerilee explained. While searching, Twilight _had_ noticed many of her favorite books and encyclopedias missing, but she thought someone had just checked them out of the library. If they were even taking away books, things must be worse than she thought!

They continued searching, even pulling out drawers and looking in-between shelves. When Cheerilee wasn't looking, Twilight teleported herself upstairs. This was Cheerilee's personal living area, inherited from Twilight as the new librarian. There was a small shelf of books which Twilight rapidly sorted through. It seemed to be Cheerilee's personal collection, which consisted mostly of romance novels. Twilight wondered if maybe the CMC had been right to try and find Cheerilee a date on Hearts and Hooves day.

After searching a few more cabinets and even checking under the bed, Twilight came up with nothing. She teleported back down silently, and gave her friends a questioning look. They all shook their heads indicating they had no luck either. Twilight thanked Cheerilee as they left the old library.

"Well, that was a bust." Rainbow said disappointedly. "She must've taken it with her to Canterlot."

"It wasn't under 'E'..." Pinkie moped.

"But taking it to Canterlot would make it easier for somepony there to steal it." Twilight said, putting herself in, well, her own shoes. What would she do if she wanted to be able to access something, but have nopony else be able to find it? "She might've... hid it somewhere?"

"But where? We don't have time to search all of Ponyville." Fluttershy said sadly.

"It'd be a place that only she- no, only she and her friends knew about. The other element bearers would need to find it too." Twilight mused.

"She could've buried it somewhere?" Fluttershy suggested.

"Nah, ah doubt Rarity would be too keen on diggin in the dirt." Applejack added.

"Well _some_ of us have standards." Rarity huffed.

Applejack smiled. "Ya see?"

Rainbow tapped a hoof to her chin. "Maybe Sweet Apple Acres?"

"No offense, Applejack, but I wouldn't put something that valuable within 500 yards of your sister, even if she is under 24 hour surveillance." Twilight said.

"No offense taken Twilight, she can be... quite a handful sometimes." Applejack grinned.

Twilight heard a loud rumbling sound. She looked around for the source, her gaze settling on Pinkie Pie rubbing her stomach.

"All this thinking is making me super hungry! Could we please stop at Sugarcube Corner for a snack Twilight? Pretty please with a cupcake on top?" Pinkie pleaded.

"Sorry Pinkie but I told you, we can't attract atten-" Twilight stopped midsentence as a revelation passed over her. "A place only they would know about... of course!"

"Whaddaya mean Twilight?" Applejack asked looking confused.

"Pinkie's party planning cave! It's the perfect hiding place because nopony in town knows about it! Even Mr. and Mrs. Cake didn't know!" Twilight exclaimed, dancing in triumph.

"Wait a sec, I'm not super clear on how all this timeline stuff works, but didn't Zecora say that this world's timeline diverged from ours two years ago? We found out about the cave more recently than that." Rainbow pointed out as she hovered above Twilight.

"But she could've still told them about it when they were looking for a place to hide the book. It's worth at least checking out." Twilight reasoned.

"How _could_ she!" Pinkie lamented. "She broke the party pony oath of super secrecy!"

"Try saying _that_ five times fast!" Rainbow joked, earning a dirty look from Twilight.

Twilight looked up at the sky, and saw that evening was quickly turning to night. "We'd better hurry. With the way things are going around here, I wouldn't be surprised if they had a curfew as well."

They galloped back the way they came, carefully avoiding the guards. Sugarcube Corner's lights were on, and a 'closed' sign hung over the front door. Twilight slowly levitated each of her non-flying friends through the upstairs window, hoping that the Cakes were in another room. Fortunately there weren't any other passerby out this late, or they might've alerted the guards that they were breaking and entering. Maybe her Ponyville did need a few guards after all, Twilight thought. She remembered the incident with Diamond Tiara, and quickly banished the thought from her mind.

After each of her friends were inside, Twilight teleported herself in as well. For once luck had favored them, and the Cakes were busy tending to their twin foals in another room. Twilight and her friends quietly tiptoed to Pinkie Pie's old room, and let themselves in. Surprisingly, the Cakes had left the room unchanged. Old streamers and deflated balloons were strewn across the floor, indicating alternate Pinkie Pie hadn't been to this room for a long time. A blue and pink balloon themed bed complimented the yellow walls and large windows, giving the room an energetic feel. A few random objects were placed around the room, including an old phonograph and more peculiarly, a rock, a bucket of turnips, a large piece of lint and a sack of flour.

Pinkie Pie looked around the room sadly, pushing aside the old party supplies abandoned by their previous owner. She trotted up toward a large ice cream cone statue beside the bed, and twisted it slightly. The floor opened up, revealing a small slide. Twilight promptly slid down it, followed by her friends.

The party cave wasn't in much better shape than the room above, looking decrepit and neglected. They poked around, looking through the various shelves and filing cabinets. A small hunch crept into Twilight's mind, and she stopped her methodical search. She walked over to the cabinet where she knew Pinkie kept files on the likes and dislikes of her closest friends. The cabinet creaked open, and sure enough, inside sat a brown volume, embossed with gold. The cover depicted a golden pony head with a blue jewel for its eye.

"I've got it!" Twilight yelled triumphantly, forgetting that the Cakes were just in the other room. Her friends quickly hurried over to her, looking at their prize.

Unfortunately their elation didn't last, as Mr. Cake yelled, "Who's there?! I'm calling the guards! Guards! Guards! We've got thieves!"

"Uh oh, that's not good." Pinkie whispered, as if it mattered now.

"Ah say we fight! With your alicorn magic Twi, we can take down a whole army of guards." Applejack said confidently.

Twilight shook her head. "We can't. If our counterparts find out we were here, they'd know what we stole and figure out our plan." She also didn't want to use her magic to stun several dozen guards who were just doing their jobs. If she did that, she'd be no better than this world's Twilight.

"Well we can't sneak out! The guards probably have the place surrounded by now!" Rainbow said frantically.

Twilight looked at the book in her hooves. She could feel the magic humming inside it. The book had an old, powerful connection to the Elements. When Starswirl wrote it, he had enchanted it so that only the Element Bearers could use the book's magic. Maybe, just maybe, _they_ could pass for the Element Bearers. They were the same ponies after all, and they still represented the spirits of the elements. But the book only had spells that related to the elements, most of which could only be performed with the actual necklaces in hoof (except the locator spell). But maybe the book could still help her.

Twilight telekinetically twisted the ice cream cone statue above them, sealing the party cave. There were heavy footsteps as the guards searched Sugarcube Corner, room by room. She just hoped the Cakes wouldn't get in too much trouble if the guards didn't find anypony.

"Er, Twilight darling, you sealed the room which means they probably won't find us, but it also means we're trapped." Rarity said nervously.

"Maybe we could wait them out and escape in the morning?" Fluttershy asked hopefully.

"If we don't come back, the rebels might come and look for us. We can't risk them getting caught." Rainbow replied.

Twilight focused on the book, closing her eyes. She was the element of magic... she could feel the book's magic empowering her, filling her with the strength of the magic of friendship. She took a deep breath. It had never been done before, but if anypony could it, it was her. With a loud crack, purple light flashed through the cave, illuminating it for a brief second.

CRACK! They appeared at the outskirts of town, far away from Sugarcube Corner. The sun was setting, casting beautiful colors over Ponyville. Twilight had seen Ponyville sunsets almost every day of her life, but realized she had never stopped to admire them all that much. Celestia's handiwork was something many ponies took for granted, and never really paid much attention. Despite that, her mentor put in all her effort, to make each sunset beautiful and unique.

But then Twilight remembered who was controlling this sunset. Not Princess Celestia. A twisted, cruel version of her sister-in-law, Cadence. Twilight guessed it was probably her own counterpart that raised the moon, taking Luna's duties for herself. Though she probably didn't do so with the same care. Her alternate self probably didn't visit her subject's dreams, teaching them, assuaging their fears and battling their nightmares. She was too busy forcing Harmony on Equestria like a tyrant. To the point where nopony had any freedom. That was the bitter truth, and Twilight had to live with it.

"Twilight... woah, just... woah!" Rainbow said in awe.

"How in Equestria did you manage teleport us this far?!" Rarity asked, equally amazed.

Twilight felt a sharp pain in her head and the heavy curtain of drowsiness closing over her. The effects of magical overexertion. "The book." she said, holding it up. "It's connected to the Elements and has powerful magic of its own. I drew on its magic so I could power a long distance teleportation spell." She felt a wave of dizziness wash over her. "U-unfortunately... I think it's a one time thing."

Shaking herself awake, Twilight told herself she'd sleep only when the book was safely delivered back to Zecora's hut. They trotted off into the forest, as the sun finished setting behind them.

Princess Twilight smiled, looking up into her black, starry night as she raised up the moon. Everything was going as planned.


	8. Parallels

"Oh my gosh, oh my gosh, oh my gosh!" Rainbow Dash gushed. "I can't believe I'm going on another secret mission with _Daring Do_!"

Daring smirked. "Just play it cool alright? We don't want to attract attention. Canterlot's probably gonna be crawling with guards."

Rainbow saluted. "Cool. I can do that! It's just... I have so many questions about your books and we've never gotten to spend alot of time together and-"

"You read my books?" Daring asked, surprised.

"Totally! But uh... I'm not an egghead like Twi or anything." Rainbow said quickly.

"I heard that!" Twilight grumbled as she piloted the flying carpet with her magic. Everypony else snickered quietly, as their magical ride soared towards Canterlot. Zecora, Iron Will and Trixie had stayed behind, as Twilight's glamour spell could only conceal seven ponies. Even that was stretching it. They'd decided Daring's expertise in spotting traps and enchantments would be vital if the Princesses really had protected the Elements with powerful spells.

"You know Dash, I have a feeling we would've become good friends... if you hadn't gone totally evil and everything." Daring Do mused.

Twilight saw Rainbow Dash's sheepish expression slip into a sadder one. "Yeah... I guess."

The clouds in front of them parted, revealing the glittering city of Canterlot sitting on the mountainside. Twilight saw hundreds of ponies below them, visiting the several shops and restaurants Canterlot had to offer. Canterlot Castle towered above everything else, it's golden topped spires reaching up to touch the sky. Below them, several guards stood near the city's large golden gate, checking the identification of ponies coming into the city. There were several blue flashes as guards performed reveal spells on each pony to check for anything suspicious.

"Security these days is a nightmare, what with all the anti-changeling hysteria." Daring commented. "I hear they're even thinking about installing some kind of magical air turret. Not that it matters, no changeling in their right mind would come anywhere near here."

Twilight thought she saw the air near the castle shimmer slightly. Once they were near enough, it soon became apparent that the city was encircled by a massive shield, similar to the one Shining Armor had cast during the royal wedding, but invisible.

"How are we supposed to get past _that_?" Applejack said, pointing to the shield.

Daring cursed under her breath. "They've upped the security since we were last here."

"The guards probably know about us by now, and a glamour won't get past the reveal spells." Rarity pointed out as she looked at the entry gate.

Unless they could find a way in, their plan seemed finished before it even started. Deep in thought, Twilight watched the massive Canterlot Waterfall stream down the massive mountain, collecting in a large pool near the gate. Canals diverted the water throughout the city into smaller waterfalls that flowed from golden fountains off the edge of the mountain, making Canterlot look like an overfilled bowl of water. Twilight paused, her eyes widening as an idea came to her.

"I hope you like swimming."

"I hate swimming." Rarity sputtered as the seven ponies emerged from a sparkling fountain with a large statue of Star Swirl in the center.

"Let's move. We've got to get in and out of the castle by sundown. The guard doubles at night." Daring urged. The glamour made her look like a green (which fortunately, she didn't complain about) pegasus with a gentle blue mane. Her cutie mark was of a map with a small 'X' rather than a compass, and her hat was stowed in Twilight's saddlebags along with the Elements of Harmony book.

A few nobles shot them looks of confusion or disgust, but fortunately no guards seemed to be around the area. Twilight noted a small wooden sign near the fountain reading: 'No swimming'. She sighed and lit her horn, causing a blast of warm air to instantly dry everypony off.

They trotted on, trying to avoid looking at the dozens of 'Honesty' and 'Loyalty' posters plastered on the walls of every building. Guards seemed to be present nearly everywhere, silently observing passerby with expressionless faces. There was no air of snobbery as was usual for Canterlot. Even noble ponies walked with their heads down, conversing quietly rather than the lording demeanor Twilight had come to expect.

"Rarity, why're you staring like that?" Fluttershy asked. Rarity stood completely still, staring at three mares walking past with her mouth wide open.

She shook her head and blinked. "Those dresses... they're from the clothing line I designed last week!"

"And I bet I know where they got them." Rainbow Dash hovered over them and pointed at a large, white building farther down the street. In fancy, curling script, large neon lights proclaimed: 'Canterlot Carousel'.

"My goodness it's massive! How could she possibly afford to build that?!" Rarity gaped, awestruck by the immense, shining boutique. Twilight estimated it was maybe four times the size of Rarity's Canterlot Carousel back home.

"She's a Princess remember? Probably has the whole royal treasury at her disposal." Daring pointed out. "You know, if you're really a national hero back in your world, why haven't you asked Princess Celestia to help you build your business Rarity?"

Rarity blushed and coughed lightly. "Well... that wouldn't be very fair would it? And besides, I'm not that special... surely Princess Celestia has more important things to worry about."

"Looks like this world's Rarity felt differently." Twilight remarked as they passed several more 'Canterlot Carousel' outlets. There was also a notable lack of any rival boutiques.

Everywhere they went, it seemed there were more and more signs of just how far their counterparts had fallen. Twilight mentally counted them off. An Applejack who believed in honesty to the point of betraying your friends' trust. A Pinkie Pie who threw parties not out of spontaneity and levity, but rather to force ponies to feel happy. A Rainbow Dash who no longer believed in loyalty out of a sense of duty to one's friends, but instead loyalty enforced by fear and violence. A Fluttershy who forced her kindness on the world, destroying freedoms and lives in the process. A Rarity who gave away toil and freedom what wasn't hers to give, in the name of generosity. The thought made Twilight shudder.

She'd always thought of their Elements as the virtues of ponykind, things to aspire to above all else. Sure, they'd all encountered times where living up to their element was hard, and they were far from perfect. But here was the opposite side of the coin. In this world, their counterparts had been so determined to live up to their elements, that they took them too far, and all of Equestria was forced to suffer for it.

Long ago, she'd once proudly said Rainbow Dash was loyal _to a fault_. The irony was so pervasive, that Twilight couldn't help but give a quiet, dark chuckle. Suddenly, a revelation hit Twilight like the Friendship Express at full speed. They weren't here to solve a friendship problem. They were here because friendship _was_ the problem!

"Apple's n' Cider, owned and supplied by Sweet Apple Acres." Applejack said. Twilight shook herself from her thoughts, staring up at the small red storefront Applejack was facing.

"Since when did Sweet Apple Acres own a store in Canterlot?" Fluttershy asked.

"Who cares! There's cider in there!" Rainbow Dash exclaimed, her tongue lolling out in excitement. Pinkie Pie bounced up and down, seemingly equally enticed by the promise of their favorite drink.

Daring Do rolled her eyes. "I _suppose_ we could make one stop if you really want cider that badly." Before she'd even finished her sentence, Pinkie Pie and Rainbow Dash were already inside the store.

Applejack shook her head as she trotted in after them. "Ah have a bad feeling about this."

The store was decorated with a bright red and yellow color scheme, with plush booths and large tables lined up against the walls. Pictures of the Apple family hung on the walls, smiling down at them. Twilight recognized Apple Bloom, Braeburn, Granny Smith, Big Mac and of course, an Alicorn version of Applejack. Looking further inside the store, Twilight saw a bar-like set up with a large red countertop and several stools for patrons. A yellow stallion with a red-white mane stood behind the counter with his back to them, tending to three strange looking machines that hummed with power. Overhead, large speakers played an eerily calm, soothing music.

Twilight hesitantly walked up to the counter and said, "Um, excuse me? Can we have seven glasses of cider please?"

The stallion turned around and looked at her with a broad, unnatural smile on his face. "Why certainly madam."

" _Flim and Flam_?" Applejack gasped, recognizing the conponies.

Another stallion, identical to Flim except for a small mustache, walked out of a small door that seemed to lead to a storage room of some kind. Twilight recognized him as Flim's equally sketchy brother, Flam.

"Those smiles. Something's off with those smiles." Pinkie Pie groused, squinting her eyes.

"You can't sell Apple family cider without permission like that!" Applejack said angrily. Twilight looked closer at the machines, and saw the words: 'Super Cider Squeezy 8000' printed on them. Flim and Flam didn't respond, instead lighting their horns with a green aura and tossing apples into the giant machines. Applejack slammed her hooves down on the counter. "Hey! I'm talking to yall!"

They seemed to either not be aware of her, or simply be ignoring her. Applejack waved a hoof in front of Flim's smiling face, but the unicorn simply stood there, grinning widely. They levitated seven mugs of cider onto the counter.

Daring Do took a sip of her cider and shook her head. "It's no use. They've been repurposed."

"Repurposed?" Rarity asked as she took dainty sips from her cider mug.

"Yeah. The Princesses do it to criminals who're repeat offenders... or anypony who speaks out against them. They erase their memories and brainwash them to make them 'more compliant'." Daring said, making quotes in the air with her hooves. "These poor guys must've done something to make Twilight or one of her friends mad. They did the same thing to Ahuizotl and Dr. Caballeron." She looked away sadly, as if reminiscing about old times.

Twilight remembered well how the Flim Flam brothers had tried to scam the Apples out of their farm by cheating at a cider making competition against them. It wasn't hard to understand why Applejack held a grudge against them. She knew the Flim Flam brothers, Ahuizotl and Caballeron were all threats, but brainwashing them and taking away their very individuality? That just felt wrong... on a basic level.

"Ah wish ah could say ah was surprised." Applejack sighed sadly. She turned to Twilight and asked, "Can you help them?"

Twilight lit her horn and prepared to cast a memory spell. This "repurposing" sounded very similar to the way Discord had hypnotized her friends long ago. Daring put a hoof in front of her.

"Not yet. If you do it now, the guards might catch on to us. We can undo the spell after we finish our mission and beat the Princesses." Daring said firmly.

"I hate to leave them like this, but she might be right." Rarity agreed. Reluctantly, Twilight unlit her horn and levitated a few bits onto the counter. It seemed this world was even forcing _them_ to compromise their morality for the greater good. Were they really any better than their counterparts?

Twilight remembered Diamond Tiara being dragged away by the guard, screaming and crying in fear. No. They were better. Alot better.

As they left, Flim gave them a cheery wave and somehow managed to smile even more broadly. "Thanks for your business! Have a nice day friends!" he said in a mechanical voice.

"That's a _ton_ of guards." Rainbow Dash observed, summing up the group's sentiment. Canterlot Castle was under the heaviest security they'd seen yet. Dozens of Pegasi guards patrolled the skies above the castle, flying in lateral patterns as they scanned the sky and ground below for intruders. Even more earth pony and unicorn guards marched back and forth near the castle entrance, occasionally opening the glittering gate to let in a few fellow guards with prisoners in tow.

"If guards are the only one's that can get in, we just have to look like guards." Twilight reasoned. Her horn flashed, and glinting, golden armor appeared on everypony except Daring Do. Daring herself was changed back to her original look.

"Ooh pretty!" Pinkie Pie grinned, admiring her new armor.

"Hey, what gives?!" Daring hissed quietly, crouching lower behind the draconequus statue they were using for cover. Alternate Discord was in a cowering position, his face looking utterly terrified, as if he was begging for mercy. It was a stark, sinister contrast to the shocked expression Discord had been frozen in on their Equestria.

"You're our prisoner." Twilight answered, smiling grimly. Rainbow Dash and Applejack grabbed Daring by the forehooves, their faces hidden by golden helmets.

"We don't exactly look like royal guards Twilight." Rarity said. "Though I will say I think you look superb in that armor."

"Do you have a better idea?" Twilight asked. Nopony responded. "Once we can get in I can perform the locator spell and we can find the elements."

They trotted up to the gate, eyeing the guards nervously. Daring Do tried her best to look captured, struggling against Rainbow and Applejack's grip.

As they approached, the guard ponies looked at each other confusedly. Twilight quickly realized how small their frames were compared to the buff royal guards. The captain looked at them with a disbelieving expression.

Twilight felt herself sweating under her armor, mentally chastising her ill conceived plan. For the first time in her life, she wished she was a changeling. Then again, based on what happened to Chrysalis in this world, maybe not.

Fortunately, the captain waved a hoof, and two burly guards swung open the castle gates. They quickly went inside, breathing sighs of relief once they entered the castle foyer. The castle seemed the same as the one back home, with a bright purple blue color scheme and plush red carpet beneath their hooves. Nopony seemed to be around, so Twilight quickly banished their armor and disguises, instead casting an invisibility spell over them.

"Those guards didn't look very convinced." Daring said pensively.

"At least we're in. Twilight?" Rainbow urged. Twilight levitated the Elements of Harmony book out of her saddlebags, and began to cast the spell. She felt a tugging sensation at her horn, pulling her forward. Maybe that was the spell's way of telling her where to go?

Following the sensation on her horn, Twilight trotted forward, her friends close behind. They stuck close to the wall, barely avoiding bumping into the numerous guards that paced the halls. As they walked past a large, silver door, a pleasant, mouth watering smell filled Twilight's nostrils.

"Are those..." Fluttershy began.

"Nachos!" Pinkie cried, leaping towards the door with a hungry look on her face. Twilight held her back with her magic, barely stopping Pinkie from throwing open the doors and running inside. She realized guiltily that they hadn't eaten anything for hours.

"Pinkie no! You'll blow our cover!" Twilight reprimanded as the earth pony strained to get to the delicious smelling food. Pinkie stopped struggling and looked at Twilight with a sad, begging expression. And they said Fluttershy's eyes were compelling.

"Did you hear something?" she heard a muffled voice behind the door say. Everypony froze, and Twilight crept close to the door to listen.

"Dunno, ask one of your _guards_." Twilight gasped at the familiar voice... the voice of her oldest, or rather, youngest friend.

"Are you gonna tell me what's wrong Spike?" The other voice sounded remarkably like Twilights... no, _exactly_ like Twilight's. Horror crept over Twilight's face as she realized that her counterpart was just on the other side of the door.

"After two years you don't know? Equestria's in permanent lockdown, everypony's living in fear, free speech is all but gone, and I can't even go out to get a claw massage!" alternate Spike said angrily.

"I told you the risks are too high! If you went outside, someone might kidnap you to get to me. Or worse!" pseudo-Twilight replied in a cautioning tone.

"Oh gee, I wonder why? Because they're tired of you ruling with an iron fist? Because they're tired of being forced to worship you all the time?" Spike said sarcastically.

Twilight heard her counterpart stomp her hoof. "That's not what we want! I'd never try to take the place of... of Princess Celestia."

"Well you're doing a pretty good job of it."

Pseudo-Twilight let out a groan of anger and frustration. Twilight heard the familiar crackle of teleportation, and a weary sigh from Spike. She felt the urge to go comfort Spike, to let him know it would be okay. Her hoof reached for the door, but Daring stopped it. The explorer shook her head, and motioned her forward. Twilight felt the tugging sensation urging her to pass the door, and continue along the hall.

With a deep sigh, Twilight nodded and continued forward, leaving the door and Spike behind. Even Pinkie's expression was somber, her craving for nachos no longer important as darker thoughts replaced it. There was a solemn silence among the group, as they all tried to process what they'd just heard.

Fluttershy spoke up first. "Twilight... I'm so sorry."

Twilight didn't respond. That had been _her_ on the other side of the door. Not some cackling evil villain like Tirek or Discord. Not even some twisted, opposite version of her. No, this was something far worse. A Twilight without Princess Celestia's guidance or leadership. A Twilight who was only left with Celestia's teachings of friendship and harmony for Equestria, and would to any lengths to achieve her mentor's dream. Even if it meant using tyranny and fear.

Of all the enemies they had faced, this was the worst one of all. She was truly going to have to fight _herself_.

"Makes sense they'd keep the Elements in Canterlot Tower." Rarity said. Twilight realized she hadn't been paying attention to her surroundings. Again.

The familiar stained glass windows and arched hallway of Canterlot tower rose above her, casting shadows and reflections on the floor. She started forward, but Daring put a hoof out in front of her. Daring Do stepped forward, and tentatively stuck a hoof out into the hallway.

A magical blue barrier instantly appeared, and Daring yanked back her hoof, pointing above them. Two oddly shaped gem devices projected the barrier, gleaming in the afternoon light.

"Shield generators." Daring said. "That barrier can paralyze you instantly with one touch. Encountered a few of them while searching for the Trident of Neptune a while back."

"How do we get around it? Blast the windows open?" Rainbow asked. Rarity looked horrified at the thought of damaging the stained glass.

Daring Do shook her head. "That'd probably set off other alarms. But I have a feeling we don't have to disable it. I bet all of _you_ can get through it."

"Us?" Fluttershy gulped.

"Well you're the element bearers after all." Daring said, smiling. Twilight hesitantly reached a hoof toward the shield, looking away nervously. She expected a jolt of magic to pass through her, as she was frozen helpless by the shield's magic. Instead... nothing.

Her hoof passed through the blue light, as if it was empty air. Twilight walked through the shield, completely unaffected, although the barrier seemed to have dispelled her invisibility spell. The others followed, Fluttershy inching her way past the barrier squeaking with fear. Daring remained behind the shield, waving them on.

As they trotted down the long hallway, Twilight looked at the intricate glass windows. There were the familiar depictions of historical events, such as the Age of Discord and the union of the three tribes. Two other windows showed alternate Twilight and her friends defeating Nightmare Moon, and trapping Discord in stone with their elements. But that was where the similarities ended. The other windows were much... darker.

The next window showed Twilight and her friends ascending to Alicornhood, glowing with white light as they smiled down over Equestria. Opposite to it, another window showed Queen Chrysalis, burning in black fire. It seemed there was no window showing Twilight and her friends with Cadence, hovering above the Crystal heart. Instead, the window showed Alicorn Twilight, standing triumphantly with a hoof over a defeated King Sombra. Next to it, another window showed Twilight in a similar victorious pose, standing over Tirek.

Twilight couldn't help but feel a little... outdone. Somehow, this world's Twilight had discovered the secret to Alicornhood, for multiple ponies at that. This world's Twilight had defeated Sombra easily. In this world, Twilight had stopped Tirek with such efficiency that the Ponyville library was still intact. But... the Tree of Harmony had never given this world's Twilight the Castle of Friendship.

The castle was her gift... her gift for doing things the right way. This world's Twilight had taken shortcuts, used dark magic and fear to bring down her enemies, rather than friendship and teamwork. She'd forced Harmony on this world, no not Harmony... _Order_. Harmony was balance, a duality of conflict and peace, good and evil, even friendship and enmity. But to this world's Twilight, order was all that mattered, at any cost. And in the process of bringing that order, this world's Twilight had become the very evil she sought to destroy.

"Ooh, sparkly!" Pinkie marveled. Twilight peeled away her gaze from the glass windows and looked ahead of her. Six circles were engraved into the floor, each the same color as one of their coats. A sparkling blue door with six lights locked a small cabinet. The door had a tiny hole in the middle, where Princess Celestia once inserted her horn to unlock it.

"Six circles, six lights." Rarity observed, stepping onto the white one experimentally. The circle glowed a bright green. Each of her friends stepped into their respective circle, causing the floor to emanate with green light. Finally, Twilight stepped onto the purple circle, watching it light up beneath her.

The six lights on the door glowed brilliantly, as multicolored light streamed out from them. There was a wooshing sound as the blue doors parted, revealing the six elements, sitting on a small shelf inside the cabinet. Twilight couldn't help but feel like she was seeing old friends again. It had been a year since they'd given up their elements to save the Tree of Harmony, and Twilight thought she might never wield them again.

Rainbow Dash started forward. "All right! Let's take these elements and get out of-" Suddenly the circles all turned a bright red, and electricity arced out of them.

Twilight felt pain like she'd never felt before. She collapsed, her body attacked by searing heat from all sides. Through her haze of pain, she saw multicolored flashes as six Alicorns teleported into the room.

Desperately, she tried to direct the painful electricity away, focusing her magic on a shield. She saw the hooves of a tall purple alicorn walk towards her. Weakly, Twilight tried to raise her head to see its face, but couldn't manage the effort. A shield started flickering around her, and some of the pain started to alleviate.

"I'm sorry." the alicorn gently whispered. A flash of purple light streamed over Twilight, as she was enveloped into darkness.

End of Part 1


	9. The Ultimate Sacrifice

A quick author's note: the prefix A- will be used to distinguish the alternate counterparts. For example, A-Twilight means the alternate, evil Twilight. Now without further ado, back to our story...

* * *

The giant, menacing form of Tirek towered over Twilight, his horns lit in a bright orange aura. He glowed radiantly as the magical energy of every pony in Equestria augmented his dark powers. Twilight lay on the ground with Owlowiscious in her hooves, looking at the destroyed husk of her old library. Her pet flew away to join her five friends, Spike and Discord who lay powerless nearby, drained of their magic by Tirek.

A surge of anger filled Twilight, turning her vision red with rage at the monster who attacked her friends, destroyed her home and cared nothing for the countless ponies he'd hurt. All the alicorn magic in Equestria crackled at the tip of her horn as her anger took over. Twilight took to skies, repeatedly hurling bolts of immense power at the centaur.

Tirek put his hands up, trying to block the barrage of magical attacks Twilight threw at him. He fought back, shooting rays of orange light from hit curved horns. It did him no good, as the onslaught forced him onto his knees. Tirek's face twisted into a look of pure hatred, as he realized he was outmatched. He snapped his fingers, and Twilight saw a small, yellow form appear in his hand.

Twilight's anger gave way to curiosity, as she squinted her eyes to see what Tirek had summoned. The villain held up his hand, and Twilight saw him gripping Fluttershy tightly in his large fist. Her friend was clearly scared out of her wits, struggling uselessly as tears streamed down her face.

"Princess Twilight!" Tirek yelled. "If I'm going to Tartarus today... then your friend is coming with me!"

He began to tighten his grip, squeezing Fluttershy with all his strength. She gasped for air, desperately yelling Twilight's name as Tirek slowly choked the life out of her.

"No..." Twilight reached out a hoof as tears distorted her vision. "NO!"

Twilight felt the magic around her horn become 1000 times hotter, twisting into something profane and dark. She didn't care, as long as it would save her friend. The dark bolt of energy zapped toward Tirek, hitting him directly in the forehead. Tirek screamed deafeningly, his expression showing it was a scream of absolute terror. His body turned completely black, and unceremoniously collapsed into a pile of ash.

Orbs of brightly colored light whizzed away from Tirek's remains, scattering in all directions. The magic Tirek stole returning to its rightful wielders. But Twilight wasn't worried about the spoils of the battle. Her eyes scanned Tirek's remains, and found who she was looking for. Fluttershy got to her hooves, still shaking and crying from her ordeal.

Twilight landed next to Fluttershy and reached out a comforting hoof toward her. Fluttershy's eyes widened and she backed away from Twilight, looking scared.

"Fluttershy it's over. Tirek can't hurt you anymore." Twilight reassured her shy friend. Fluttershy squeaked in fear and shook her head, continuing to back away from Twilight. Perhaps Fluttershy just needed time to recover. Twilight walked toward her other friends, who were just getting to their hooves, their magic once again restored.

Twilight smiled at each of them in turn. Their expressions immediately turned terrified, and they ran away as fast as they could. All except Discord, who collapsed on the ground in a fit of laughter.

Confused, Twilight called after her friends, "It's just me! Tirek's gone! What are you so afraid of!?"

Discord finished laughing and got up, wiping a tear from his eye. "Oh Twilight. Don't you get it? They're afraid of _you_!"

"O-of me?" Twilight asked, completely shocked. "But why?"

The Spirit of Chaos coiled around Twilight, smiling maliciously. "After that little display, who could blame them? Maybe it's only a matter of time before you disintegrate _them_ too hmm?"

Twilight felt a hotness coming to her face, as she eyed Discord angrily. "Y-you're lying! I'd _never_ do that to them, never!"

The draconequus grinned and uncoiled himself. "Not even for the greater good? Not even if all of Equestria was at stake? You see, generosity's a tricky thing. Giving up something you love, even some _one_ you love... any so called hero can do that. But giving up your morality? Ah, now that's a real sacrifice. Dear Rarity would be proud... if she wasn't utterly terrified of you."

Twilight paused, mulling over what Discord had said. Sacrifice her morality for the greater good. When he put it that way, it seemed... right. Almost noble even. She remembered her friends' terrified expressions as they ran away from her. The cost of her sacrifice.

Discord eyed his talons uninterestedly, waving a paw in her direction nonchalantly. "Still, dreams are dreams. You can only learn so much from them. Eventually you have to _wake up_."

He pointed his talon at Twilight, and white magical energy zapped her before she could react. Ponyville, the fires from the battle, everything faded away into darkness. Discord winked. "I hope this helped. See you on the other side, _Twilight_."

"Twilight." Was that... her own voice? "Twilight, wake up."

Twilight opened her eyes, and through her blurry vision saw a mass of purple in front of her. She blinked a few times and found herself looking at... herself. It was like looking in a mirror. Her counterpart was identical in every detail. A lavender alicorn with purple irises and a dark blue, purple and pink mane done in a simple, practical style stared back at her silently.

Instinctively, Twilight tried to draw on her magic, focusing her thoughts on a stunning spell. But when she reached into herself, searching for her power, there was nothing there. The magic wasn't dampened or restricted... it was as if it had never been there to begin with. As if magic was never a part of her at all. There was a small, tingling sensation on Twilight's flank. She turned her head to look, and found her cutie mark replaced by a black equal sign, which was glowing grey.

Angrily, Twilight turned back to her counterpart, ready to engage her hoof to hoof if she had to. Sadly, she saw that wasn't an option. Blue barriers surrounded her on all sides, projected by shield generators. And Twilight had a feeling she wouldn't be able to go through them this time.

"Give me back my cutie mark! Now!" Twilight yelled. Her duplicate (Twilight mentally decided to call her doppelgänger alternate Twilight or A-Twilight, so that she wouldn't give herself a headache) merely tilted her head, as if studying Twilight like an experiment. Looking closer, Twilight realized there were differences. Subtle, but there. A-Twilight's face bore a look Twilight was used to seeing on Princess Celestia. Her eyes looked weary, as if the world had taken its toll on her. Any vestige of youthful joy or optimism was replaced with a sense of hardened acceptance, gleaned over many years of disappointments and failures. Her expression was one of pity and empathy, as if looking at a foal struggling to levitate his pencil. That patronizing look made Twilight's anger boil even more.

Surprisingly, A-Twilight nodded. "You'll get it back soon, but for now I've given it to Starlight for safekeeping. Special talents make us what we are after all. They're essential to an orderly society. But they need to be controlled, watched over by somepony to make sure they don't get out of hoof."

Twilight sighed, shaking her head. "Somepony like you you mean. Where are my friends?"

"Perfectly safe." A-Twilight pointed a hoof to the right, and Twilight turned to see her friends in similar cages to her own. Rainbow Dash was kicking the barrier again and again with no success. Pinkie Pie was blowing bubble gum she'd somehow managed to smuggle in. Fluttershy sat quietly huddled in the corner of her cage. Rarity combed her mane, looking up at the ceiling hopelessly. Applejack had her hat down, and seemed to be quietly brooding. In another cage, the four rebels sat talking amongst themselves. "You'll be able to talk to them soon, but I didn't want us to be disturbed. After all, it's not every day you get to talk to yourself." A-Twilight said, smiling.

Twilight shared the sentiment, though she wasn't happy about it. "How did you find us?"

"How would you have?"

"Tracking spell, on the book."

"Of course. Would you have made it that easy to find?"

"You planned this, all of this. As soon as Cadence and Shining Armor told you about us stepping out of the mirror and escaping with the rebels." Twilight had to admit... it was a brilliant plan, maybe even what she would've done in the same position. She cursed her lack of foresight. It seemed so simple. Get the book, get the elements, use them to defeat their enemies and go home. But it was never that simple. Never.

"Don't feel too bad. Even in a direct fight you wouldn't have won. Six alicorns against you isn't very fair."

"How did you manage to turn yourselves into Alicorns?"

"I think you know that too."

Twilight remembered the cowering statue she hid behind in the garden as she plotted how she and her friends would get past the guards. What a joke. The guards knew they were coming and let them in anyway. "Discord. You drained his power."

"Yes."

"But nopony can absorb that much magic. They'd explode from even trying!"

"No _pony_ can."

Twilight felt a sick feeling in her stomach. "Tirek. You used Tirek as the conduit."

A-Twilight nodded. "After our battle with Chrysalis, the six of us became dedicated to finding the means to alicornhood. Because Chrysalis, monster though she was, brought up a valid point. We wouldn't be around to protect Equestria forever. There would be enemies like Discord that would eventually outlive us, and return to create havoc again. Discord's magic is so powerful, it can do anything. Our bodies can't contain that kind of power, but our _elements_ could. Before we destroyed Tirek, we used his unique ability to absorb magic like a funnel, and directed Discord's power into our elements."

"But-but that would've been like torture! For both Tirek and Discord!" Twilight protested.

"At least Discord survived. Tirek deserved what he got." A-Twilight said bitterly.

"You didn't have to kill him. You could've imprisoned him. You could've-"

"Reformed him?" A-Twilight asked with a smirk. Twilight kept silent. "Oh yes I studied your Equestria. You reformed Discord, Sombra and the changelings. But I ask you... does that void their past crimes?"

"They're better now. They don't hurt anypony anymore."

"What about the ones they've already hurt? The changelings were ready to drain the love out of everypony you- we care about. Even Flurry Heart, a newborn baby. We've both read the history books. Discord did far worse things during his reign than create chocolate rain. And Chrysalis. You let her go and now she's out there looking for revenge. Creatures like them can never change their true nature. They're just waiting their chance, waiting... to take someone you love. If you really want to keep your friends safe, you can't hesitate. You've got to be willing to put an end to the monsters, once and for all. It's a sacrifice you have to make... for the greater good."

A sacrifice, for the greater good. Twilight remembered vaporizing Tirek in the dream. It was so easy. So simple. But it was never that simple. Never. The terrified faces of her friends as they backed away from her swam through her mind. The cost of her sacrifice... her friendships.

"You're right." Twilight said. A-Twilight smiled widely. "Sacrificing your morality might be the right thing to do. It's probably even the noble thing to do. But you know what? I'd rather let evil win than become like you."

A-Twilight raised her eyebrows. "You'd rather let Equestria be destroyed?"

"Better it be destroyed, than not worth living in at all."

For a moment, the patronizing look on A-Twilight's face gave way to a look of deep anger. But A-Twilight quickly regained her composure. "You'll see differently soon enough. A few memory spells should adjust your point of view. I'm off to your world now, to bring the Harmony it desperately craves."

"No!"

A-Twilight turned away, and chuckled to herself. "They'll thank me later, after I bring them a better world."


	10. A Firm Hoof

Starlight Glimmer paced back and forth, nervously looking up at the ornate mirror that glinted in the bright light of the castle library. The only other furniture in the room was a large reading table in the center of the room. A half open copy of _The Mammoth Book of Spells_ sat on top of it, accompanied by an hourglass that had only a small handful of its grains left at the top. On the other side of the library, Spike lay fast asleep next to a pile of comic books. He snored softly, occasionally breathing out tiny clouds of smoke.

Looking up at the mirror again, Starlight was disheartened to see merely a plain reflective glass surface. Just as Twilight instructed, Starlight and Spike had watched the mirror constantly, taking turns between them to rest. At first, they patiently waited for Twilight to return or send a message, coming up with theories as to what kind of universe the map sent their friends to. They'd come up with all kinds of wacky ideas, a mix of Starlight's magical knowledge and ideas from Spike's comic books.

However as time went by, their debates over whether a world without hay could exist fizzled out and worry began to set in. An entire day passed, and Twilight had neither sent any kind of message nor emerged from the mirror. Starlight quickly sent a message to Princess Celestia by dragonfire, letting her know what was going on. She didn't think the map would send Twilight and the others anywhere obviously dangerous, like a world of zomieponies or an icy wasteland, but then again the Tree of Harmony had motives nopony could even begin to fathom. Celestia quickly replied back, suggesting they give Twilight one more day. The princess emphasized that she understood the dangers of traveling between worlds, but that last thing she wanted to do was go charging in with an army when Twilight might be on the cusp of negotiating peace. Unfortunately, the last few grains of sand in the top of the hourglass were all that was left of the second day, and the mirror still remained silent.

Starlight groaned in frustration, willing the portal to light up and produce her friends. A blue aura surrounded the mirror, and it began to levitate up into the air. Upon seeing the magic, a spark of hope lit and was quickly crushed as Starlight realized her desire to exert her will on the mirror had accidentally channeled her magic into a levitation spell. She sighed and gingerly set the mirror down, going back to her pacing.

Exerting her will. That was one thing Starlight never understood about Twilight, despite several months of studying magic and friendship with her. Ever since Starlight had discovered her talent for magic, she'd yearned to change the world around her. After all, magic was an incredible blessing to ponykind, a gift according to Twilight, that other worlds had to do without. Magic could turn a dry, infertile land into a wellspring of sustenance, just with the spark of a horn. All it took was somepony willing to change the world around her, to exert her will on it. Sure you could occasionally overdo it, like... brainwashing an entire village, but that still didn't mean magic couldn't solve most problems easily. But despite Twilight's immense magical ability as an Alicorn, she always seemed to shy away from using magic.

Their shared passion of magic was both Starlight's bond with her teacher, as well as their greatest point of contention. Starlight remembered countless times when Twilight asserted that magic couldn't solve every problem. It was an endless debate between them, and Starlight just couldn't understand Twilight's hesitancy to use magic to solve friendship problems. Twilight constantly reprimanded her for using magic as a "quick fix". So what? If the end result was a better, easier world, did it really matter that she used magic to get there? Fortunately, Starlight was no novice debater, as many newcomers to her village would debate her philosophy of equality before conceding and joining her cause.

"You say I shouldn't use magic to solve friendship problems." Starlight would say. "But isn't it you who says Friendship IS Magic?"

Twilight would go silent, unable to think of a rebuttal. Starlight felt a tinge of sadness as she remembered their arguments. Even though Twilight could be annoying at times, she was still Starlight's closest friend. Her life as Twilight's student gave her not only a purpose, but a way to put the past behind her. Starlight sighed and trotted up to the mirror, looking at her reflection. She stared at the purple mare in the glass, contemplating her past. Everypony told her to put her past behind her, but Starlight found it an insurmountable task.

Memories came back to her, painfully biting her and dragging her back in time. She remembered crying her eyes out in the caves, after Twilight took her village away. The absolute silence of the cave only served to remind her that she was once again abandoned, forgotten by those she cared about. Starlight sometimes wished she could reach out to that broken mare, comfort and assuage her fears of loneliness. But she couldn't. Her past loneliness and anger would be something she would have to bear, just as Princess Luna bore her past sins as Nightmare Moon. The mirror could only show her reflection, what she was right now. Yet another nudge to forget the past.

Suddenly the reflection faded away, and the mirror's surface began glowing bright red. Starlight jumped back in shock, startling Spike awake. He saw the glowing mirror, and stepped behind Starlight nervously. She lit her horn, ready to stun anything that came out that wasn't Twilight.

There was a red flash as the portal spit out six ponies, who each landed on their hooves gracefully. Starlight felt elation spark through her looking at the new arrivals.

Twilight looked at Starlight and Spike for a brief moment, and then broke into a wide grin. "We're back!"

Reigning in her joy, Starlight pointed a hoof at Twilight and the others. She had to be sure this wasn't some kind of trick. "What's Twilight's secret fear?"

Pinkie bounced up and down excitedly. "Ooh pick me! Pick me! Twilight's afraid of quesadillas!"

"I am not!" Twilight complained, looking slightly nervous.

Everypony laughed, and Twilight's smile returned. She gave Spike and Starlight a warm hug.

"I'm sorry we took so long." Twilight said apologetically. "The ponies in that world really needed our help."

"We were really worried for a bit that you'd never come back to us Twi." Spike replied. "But I sent Princess Celestia a letter that you're back and okay."

"What was the other world like?" Starlight asked curiously.

"It's rather ironic dear. They had _too much_ friendship there." Rarity mused.

Starlight raised an eyebrow. "Too much friendship? Since when can you have _too much_ friendship?"

Applejack snorted derisively. "They were too darn soft hearted. Weren't willin ta punish anypony for doin wrong."

"When we arrived, their Equestria was in total chaos." Twilight explained. "Their ruler wasn't willing to punish crime or evil sufficiently, because she thought it would go against the principles of friendship. Villains like Chrysalis had free reign to torment ponies as much as they liked, because there weren't any consequences. Fortunately, we stepped in and helped their princess lay down the law. They didn't know there could be a better way, but we helped them find one. I guess if the princess learned a lesson, it's that sometimes you have to sacrifice your moral code to protect others, and uphold the greater good."

"And ah guess we learned the importance of a firm hoof when solvin our friendship problems." Applejack added.

"That... makes sense I guess." Starlight couldn't fault their logic, but something felt a little... _off_ about those morals.

"And what happened to the other Equestria?" Spike asked.

Twilight smiled. "Oh we helped bring order to their world. And after all, order is Harmony right?"

"Sounds good to me. I'll take order over chaos any day." Spike said with a shrug.

Pinkie raised a hoof. "We should totally celebrate! Sugarcube corner anypony?"

Starlight licked her lips in anticipation. After the baking contest at her old village's Summer Sun celebration, she'd gained an affinity for cupcakes.

"Good idea Pinkie. I'd like to take a stroll through town anyway. Homesickness and all that." Twilight said with a grin.

They trotted out of the castle's large, crystalline doors into the bright afternoon sunlight. Starlight put a hoof over her eyes, suddenly realizing it had been two whole days since she'd seen sunlight. She enjoyed the pleasant sensation of the sun warming her back as the group walked towards town.

"Hey Twilight, nice to see you're back from your trip!" a friendly voice called out from the right. Starlight looked over, and saw Lyra sitting in a weird position on a wooden bench, throwing bread to a few ducks swimming in the Ponyville river. She waved a hoof at Lyra and greeted her in turn.

"You're not supposed to do that."

Starlight turned to Fluttershy, who was looking at Lyra with narrow eyes. She had a strangely angry expression.

Lyra turned to Fluttershy. "What?"

"Feed the ducks. It's not good for them." Fluttershy replied in a steely voice.

Lyra waved her off. "It's not a big deal. A few bread crumbs won't hurt them." The bag of bread was wrapped in a purple aura, and spontaneously incinerated in Lyra's hooves. Lyra looked at Twilight with a confused, slightly scared expression. "Okay okay sheesh I get it!" she said apologetically before galloping away.

"Wasn't that a bit harsh?" Spike asked with an edge of worry.

Twilight shook her head. "If you want ponies to respect the big laws, you have to enforce the small ones."

Again, Starlight couldn't fault Twilight's logic, but it eerily reminded her of how she dispensed justice in her old village. When anypony questioned the law of equality in the slightest, she would make sure they spent the night in solitary confinement, so that they would "feel the pain of loneliness that came with an unequal society". In her mind, it only took one spark of dissent to start a fire. Ironically, that's exactly what Twilight had done. Who was Starlight of all ponies to question Twilight's judgement?

As they trotted into town, Starlight could hear a big commotion coming from the town center. The others picked up on it as well, and they galloped to the scene. A large crowd was gathered around the town hall, shouting cries of protest. In the middle of the mass of ponies were five large bulls staring down Mayor Mare.

"King Longhorn and his cattle rustlin' gang? What're those varmints doin' here?" Applejack growled.

"Sis! You're back!" a filly's voice yelled gleefully.

Starlight saw Apple Bloom run up to her sister, and hug her tightly.

"What the hay's goin' here?" Applejack asked in a puzzled voice.

"It's horrible! That meanie Longhorn showed up a couple days ago after ya'll left on your trip. He burned down our barn and said if we didn't get off the farm, he'd do worse! Big Mac tried to stand up to em' but his henchbulls are too strong. Now he's trynta force Mayor Mare to give him the deed to our land!" Apple Bloom explained in a panicky voice.

Applejack looked angrier than Starlight had ever seen before. "MOVE!" Applejack yelled at the crowd. Seeing who it was, they parted and let them through.

"Oh, it's _you_." Longhorn sneered at the farm pony. Mayor Mare stood next to him, sweating profusely. She looked extremely frazzled, no doubt worried what the bulls would do to Ponyville if she didn't comply.

"What do you want Longhorn?" Applejack said sternly.

"Power. Control. But most of all, revenge." Longhorn said menacingly. "I would've taken over Appleoosa, if it weren't for you and your pathetic friends."

"We stopped you then, and we'll stop you now." Applejack replied, glaring at the cattle rustlers.

Longhorn laughed. "And how exactly are ya gonna do that missy? Maybe your alicorn could with her fancy magic, but she won't will she? No, I'm a legal citizen of Equestria, and she can't abuse her power."

Starlight remembered Twilight telling her once that as a princess, she was strictly limited when it came to using aggressive magic. They'd managed to stop Longhorn in Appleoosa by using trickery, invisible ink, and a few legal loopholes. She highly doubted that would work now.

Longhorn grabbed the mayor by her collar and lifted her up in the air. "Now if ya don't mind Miss Mare, ah'd like that deed."

Out of the corner of her eye, Starlight saw a bright, shining light. She turned and saw Twilight's horn glowing, channelling her magic. The bulls immediately went rigid, and Longhorn dropped the mayor, who quickly backed away.

"W-wha... I- I don't... remember." Longhorn gasped, rubbing his head.

"You will leave Ponyville." Twilight said in a monotone.

"We will leave Ponyville." the bulls repeated, entranced.

"And never come back."

"And never come back." The bulls got to their hooves, and obediently trotted away, leaving the crowd completely awestruck. Once the bulls left their eyesight, the crowd started cheering, thanking Twilight for saving them. Twilight smiled at them and shook hooves with the mayor.

Starlight trotted up to Twilight. "You... erased his memory?"

"I thought that was kind of obvious." Twilight joked, grinning at her.

"It's just... so out of character!" Starlight protested. Twilight was always the one telling her not to use magic, but this flew in the face of all of that!

"About time if ya ask me!" Apple Bloom said. "Ah thought he said ya weren't gonna use magic on him?"

Twilight gave Apple Bloom an affectionate pat on the head. "I just felt it was time for a change."


	11. A Look in the Mirror

"Psst Starlight?"

Starlight groaned and rolled over in her bed, trying to block out the noise with her pillow. She was having a blissful dream of her foalhood, before Sunburst left and things were happier. Before things went wrong.

"Starlight?" the persistent voice called. She felt a small tickling sensation on her muzzle growing more and more irritating. Before she could stop herself, Starlight sneezed loudly and shot up in bed. There was a familiar dark chuckle next to her. "Works every time! Priceless!"

Bewildered, Starlight looked in the direction of the voice, and found the culprit standing next to her bed holding a feather. "D-"

Her yell was cut off as a large pacifier appeared in her mouth. Discord put a talon to his lips and made a shushing sound. "I'm _trying_ to keep a low profile." A pair of black shades appeared on his eyes, giving the appearance of a oddly mismatched secret agent.

"Why are you here Discord?" Starlight whispered, trying to keep the annoyance out of her voice. "And why do you have to keep a low profile?"

"Because our friends... are not our friends." he said dramatically, pausing for effect.

Starlight was about to point out how that made absolutely no sense, but caught herself as she remembered who she was talking to. Instead she asked, "What do you mean?"

"I _mean_ , Fluttershy and the others never came back from their little adventure." Discord replied, stroking his beard thoughtfully.

"But... they did. Unless, are you saying something's impersonating them? But then how could they know Twilight's secret fear?" Starlight wondered.

"Ooh Twilight has a secret fear? Do tell!" Discord asked gleefully, rubbing his paw and talon together.

Starlight shook her head. "Not a chance."

Discord drooped. "Well poo. But as to your question, they are very much Fluttershy, Rainbow, Twilight, Pinkie, Applewhatsit and Rarity, but not our versions of them."

"You mean they're duplicates? Like in that opposite Equestria?"

"No. They still have the same personalities as our friends, but have a much darker ambition. _Order_." Discord explained, shuddering slightly.

"Order? What's so bad about-" Starlight remembered Lyra's terrified face, and the blank looks of the cattle rustlers as Twilight brainwashed them into submission. "So you mean, that whole thing about them fixing a chaotic world was a lie?

Discord shook his head. "Not a total lie. I suppose that's what they did, from their point of view at least. You might even appreciate their methods. After all, friendship IS magic is it not?" He snickered, clearly enjoying the delicious irony of throwing Starlight's argument back in her face.

Starlight decided not to comment. "Where are our friends?"

Discord snapped his claws, and a shimmering image appeared, showing Twilight and the others trapped in magical cages. Starlight looked a bit closer, and saw small black equal signs on their flanks. "Canterlot dungeons. I can send you there, but after that you're on your own."

"Hold on. Why can't you just snap your claws and bring them back here?" Starlight asked.

Discord chuckled quietly. "How genre savvy! Sadly, no I can't do that. Too much Order in that world for me to do more than send one pony there. And they have about twenty heavily armed guards watching the other side of the mirror, so I wouldn't try that either."

Starlight felt a familiar wave of nervousness wash over her. Once again, it seemed the fate of Equestria was in her hooves. But wait! It didn't have to be, not this time! "If you can only send one pony, shouldn't you send Princess Celestia? In fact, we should warn all the princesses!"

"Maybe you've forgotten, but my reputation with Equestria's royalty isn't exactly... stellar." An image of Canterlot Castle turning into jello popped into existence, showing Celestia and Luna trapped in the gelatin looking very annoyed. Discord took a bite out of the jello castle, and then waved the image away. "By the time they're willing to believe me, it'll probably be too late for all of us."

He had a point. Even Starlight might've thought Discord was playing some kind of prank on her if she hadn't seen Twilight's actions today. And if Princess Celestia thought Discord was pulling her leg, she might be even more vulnerable to whatever alternate Twilight had planned. Starlight was slightly impressed by Discord's foresight. Maybe it was because _she'd_ made the same mistakes in the past, that she was willing to accept _Twilight_ (or rather, alternate Twilight) could as well. She filed that thought away as she slipped out of bed.

The fate of her friends truly did rest in her hooves, and her hooves alone. She nodded to Discord, who snapped his claws and conjured a small, red portal, just large enough for one pony to fit through. "This'll get you as close as possible. Chaos isn't exactly known for its accuracy." Discord said, shrugging apologetically.

Starlight trotted towards the portal, staring at the swirling redness that would transport her to entirely new world. A world, according to Discord, that enforced Harmony with an iron hoof. She glanced back at Discord, who was looking at the ground dejectedly. "Everypony never lets go of the past, while asking us to forget it." Starlight said, feeling a sense of empathy with the draconequus.

Despite all the good he had done, Discord knew that the princesses would never fully trust him. Twilight and the others were Starlight's best friends, but despite all the good times they'd had together, there was always a sense of tension hanging between them, like they were standing on ice that could break at anytime. She was sure her friends did their best to trust her and put the past behind them, but there was a subconscious sense of caution, a sense that Starlight could fall back to her old ways. They had forgiven her, but that didn't take back the things they had seen her do. That hesitation had shown itself most when Twilight expressed her disapproval with Starlight befriending Trixie. Although Twilight had seen her mistake, Starlight knew that the feeling behind it would never go away. It was another burden of her past Starlight simply had to bear.

"Even if nopony will ever trust us completely, the important thing is that we're willing to trust ourselves, to trust that we really are different from our past selves. And what you're doing right now, proves that you are."

Discord smiled. It wasn't his typical, joking smile. It was the type of smile he usually only gave to Fluttershy. "Thank you Starlight." he said quietly. "Bring- bring Fluttershy home will you? My- Our Fluttershy."

"I will. I'll bring them all home." Starlight replied determinedly. Without hesitation, she jumped into the spiraling red portal.

When the swirling flashes of red stopped, Starlight opened her eyes to find herself in a small cavern, lit by magical lamps hanging off the stony walls. The portal had clearly deposited her deep under Canterlot, where the mountain rock was still intact. Starlight knew that a long time ago, passages deep beneath Canterlot Castle led to the dungeons, where criminals would languish until their sentence was fufilled. Princess Celestia had since modernized the justice system, and prisons were alot more geared toward rehabilitation than punishment. They were also above ground. Starlight herself had only avoided a prison sentence because Twilight had spoken on her behalf.

In this world, it seemed the dungeons were still in full use. She saw scrapes on the rock, signs that ponies had been dragged in here against their will. Starlight shuddered a little as she came to a locked wooden door. It swung open creakily, as Starlight's magic unlocked it with ease. The room beyond was a large, open space, with cells lining the sides. Strangely, there were no prisoners occupying them.

"Odd. I thought a world that enforced order would have more prisoners." Starlight said to herself.

There was a loud crackling sound behind her. "Why restrain when you can reeducate?

Starlight turned around, and saw her counterpart looking at her contemplatively. Although she'd been expecting to face her, it was still a bit surreal. A-Starlight looked almost exactly like her, except that she still sported Starlight's old mane style, the one she'd used in her village.

"I thought I sensed a portal down here." A-Starlight said.

Starlight sighed. "I knew you'd sense me, just like I know you're going to-" She blocked a massive blast of magic from A-Starlight's horn. "do that." They began circling each other, looking for the other to drop their guard.

"Why are you here?" A-Starlight demanded.

"To help my _friends_."

"We are helping them. After Princess Twilight reeducates them, they'll finally understand what true Harmony is." A-Starlight blasted again.

Starlight's shield shattered under the force of A-Starlight's magic, and she was thrown back. For a brief moment Starlight wondered if she should've spent more time studying magic, and less studying friendship. In terms of outright power, she was outmatched by her clearly better studied counterpart. But maybe Starlight could still win. She'd just have to throw her opponent off her game.

"I see you're showing your cutie mark. I thought 'every pony should be equal'?" Starlight said as she got to her hooves.

A-Starlight snorted derisively. "I was naive and foalish. After she found my village, Twilight showed me the truth. The problem isn't special talents." She ripped several cell doors off their hinges, and held them in her magic. "The problem is ponies!" A-Starlight hurled the heavy iron doors toward Starlight forcefully.

Starlight channeled her magic, vibrating her molecules faster and faster. She zipped between the iron doors, dodging them as they crashed into the cavern floor with a loud crash. "Phew!" Starlight sighed in relief, noting that her practice with speed spells had saved her from getting badly injured. Taking the initiative she'd gained, Starlight shot a bolt of energy at her counterpart.

A-Starlight dodged easily, levitating herself out of the way. "Don't you get it? The very nature of ponies is selfishness and greed. They form friendships, but only as long as its convenient, as long it suits their needs. As soon as they don't need you anymore, they cast you aside like you were nothing."

"That's not true! My friends, the very friends who I've come here to save, would never do that to me. They're willing to put their friends ahead of their own interests. You have to be willing to give ponies a chance, to show them that they're wrong through care and understanding."

"But what've you ever really accomplished with those? Aside from fixing a few "friendship problems" here and there and putting a few jerks in their place?"

"It all adds up."

"Not fast enough. You can keep trying to treat the symptoms, or root out the illness itself. If you really want to make a difference, if you want to change the system instead of just patching it, you can't be subtle, you've got to force ponies to go _against_ their nature, force them to embrace friendship, like we did."

The glow around A-Starlight's horn brightened, and two large rock golems formed out of the rubble on the floor. They lumbered towards Starlight, clenching their rocky fists. Starlight shot a melting spell at one of the golems, turning it to sludge as she dodged a swipe from the other one. The remaining golem kept swinging its fists at her, not allowing her to concentrate enough to use another melting spell.

"Think about it. A world where there's no evil, no hatred, no loneliness."

"And no freedom." Starlight cleaved the golem in half with a slicing spell, and watched it crumble back into a pile of rocks.

"What does freedom lead to? Arguments, fighting, destruction, _pain_?"

"It has other virtues, but you seem to have forgotten them."

"I didn't forget, I just chose Harmony and friendship instead!" A-Starlight made a slashing motion with her horn, and Starlight was blasted against the wall. Alternate Starlight smiled, readying another blast.

"You call this Harmony? All you did was stamp out individuality, creativity and originality!"

"And by destroying those, we've made a world where no filly will ever be left alone crying her eyes out, because her best friend left thinking he was too good for her!" A-Starlight yelled. The spell on her horn flickered as she began to lose concentration and tears welled in her eyes.

Then Starlight saw it. She was looking at the mare from all that time ago, crying her eyes out alone in a dark, silent cave, thinking she would never be loved, never be cared about by anypony unless she forced them to. Suddenly, A-Starlight stomped her hoof, letting out a cry of frustration and anger. Her magic blasted wildly out of control towards the ceiling above Starlight. There was a loud rumbling sound, and the cavern's ceiling began to collapse. Starlight tried to move away from the falling rubble, but found that her body was too winded from being blasted to move. Her magic felt drained, and feeble. Still, Starlight was able to speak.

"You can't force other ponies to be your friends! Friendship is based on love and compassion for each other, a celebration of everypony's differences!"

"Look how well that worked out! Sunburst abandoned us! Maybe magic can succeed where _love_ and _compassion_ failed!"

"I used to think that too, but I realized you can't just magically create friendship. The very reason friendship means so much to us is because we _choose_ it! We choose to accept each other's differences and embrace them. By forcing friendship, you're defeating the very purpose of having friendships in the first place!"

"That's easy to say when you already have friends!"

"Because I was willing to try again, make new friends! You can too, all you have to do is try!"

A-Starlight faltered. "What if I just get hurt again? I can't be vulnerable again, I can't!"

Starlight looked away. "I know how you feel. My past made me feel vulnerable too, and for a while I was too afraid to let anypony see that. But keeping all that hurt and anger pent up inside me almost led me to hurt alot of ponies. The irony is, letting Twilight understand me is what led me to form such a powerful bond with my friends in the first place."

"But... but there has to be some spell, some way I can..."

"Friendship is magic Starlight. But magic, _isn't_ friendship."

Starlight smiled, and reached out a hoof to her conflicted counterpart, just as Twilight did for her. The rumbling above her intensified, and Starlight saw a large chunk of rock falling toward her. She closed her eyes, silently apologizing to Twilight for failing her.

One second passed... then two... then ten. Starlight cracked open one eye, and was surprised to find the large piece of rubble hovering over her in a blue aura. She saw A-Starlight take her offered hoof, smiling hesitantly as tears ran down her eyes.

Discord leaned back on a large, red recliner, watching the conclusion of the two Starlights' battle on a television screen as he munched loudly on some popcorn. He couldn't help smiling a little bit at the end. Eagerly, he leaned in closer to see what the two Starlights would do now.

Suddenly, he sensed an immense amount of power being used, all put into one spell. With a horrified gasp, he saw rainbow ribbons envelop his body as he was dragged away by the summoning spell. There was an intense flash of rainbow light, and Discord found himself dropped unceremoniously on a crystalline floor, at the hooves of six angry looking alicorns.

"Discord." alternate Twilight said with disgust. "You thought you could hide from us?"

"You're the ones hiding something. Maybe I should spill your little secret to everypony?" Discord conjured a large megaphone in his paw.

A-Rainbow laughed. "Like they'd believe _you_ over us."

"No matter how much ya claim to be reformed, you're still the same old dirty trickster." A-Applejack said.

"Somepony once told me, it doesn't matter if other ponies think you've changed, as long as _you_ believe it." Discord said.

"Then they're even more delusional than you." A-Twilight said. "We both know how this has to end Discord. We will bind you and your chaos once again so we can create a better, safer world for ponykind."

"If you really believe that's what you're doing, then you're the delusional one, _princess_." Power crackled at Discord's finger tips as he prepared to blast A-Twilight in the face. There was a loud zapping noise to his right, and Discord's body was instantly wracked with unbearable pain. He fell over with a cry of anguish as he writhed in torment.

Discord instantly recognized the spell used on him. The killing spell, the most perverted and profane dark magic known to ponykind, so reviled for its brutality that even villains like Chrysalis wouldn't use it. As he was immortal, the spell wouldn't kill him, but it could certainly cause him alot of pain. He managed to turn his head slightly, to see who cast it. A-Fluttershy looked at him with malice in her eyes, a malice Discord had never imagined possible on Fluttershy's face. Her horn smoked with dark energy, slowly dissipating away.

"A killing spell? Celestia would be so proud." he said sarcastically, still suffering from the pain. "I bet she'd love your methods."

That really seemed to anger A-Twilight. "If Princess Celestia had used my methods, she'd be alive today!" A-Twilight took a deep breath and spoke in a calmer voice. "Once this world's Celestia sees the new, better Ponyville I create, she'll see the merits of my way. Together, we'll bring Harmony to the rest of Equestria."

Discord coughed weakly. "Your 'Harmony'... is a joke."

A-Twilight's horn began to glow. "Goodbye Discord."


	12. The Coming Storm

"Nrrgh! Why! Won't! You! Open?!" Rainbow grunted as she kicked at the blue barrier.

"Rainbow for the last time, would ya quit it already? You're giving me a headache!" Applejack grumbled.

Rainbow glared at Applejack. "Just because you've given up AJ, doesn't mean all of us have!"

"Ah haven't given up! But what you're doing ain't helpin neither."

"Hey Twi?! You figured a way out of here?" Rainbow asked.

"No." Twilight replied somberly.

"Don't you mean not yet?"

"I mean not going to." Twilight leaned against the walls of her cage, still thinking about the words of her counterpart.

" _I_ will find a way out! Have faith everypony, for though I have no magic, my great and powerful mind will find a solution!" Trixie said boastfully. Her eyes were slightly droopy from lack of sleep, and it was clear even she knew she was lying at this point. Next to her, Iron Will snored loudly as he slept, somehow discrediting Trixie's boasting even more.

"Ugh Trixie would you shut up? Being captured is bad enough without listening to your self-absorbed nonsense!" Daring Do said, covering her ears with her forehooves.

Pinkie was huddled in the corner of her prison, looking very upset. Twilight knew she was unsure of herself when ponies around her started arguing.

"Now now everypony. We shouldn't argue amongst ourselves." Fluttershy said, in calming voice.

Trixie turned to Fluttershy. "And what've you done to help exactly? Got us captured!? At least our world's Fluttershy isn't a pushover like you!" Fluttershy looked shocked. Tears began to well in her eyes, as she backed up against the wall of her prison.

"Take that back right now!" Rainbow yelled, glaring daggers at Trixie.

"Make me!" Trixie taunted back.

Just as the argument seemed to reach a breaking point, Zecora cut in. She'd been silent for hours, calmly meditating despite all the noise. "Do not fight each other my friends, for we yet have a chance to make amends." The wooden door of the dungeon creaked open, and two identical mares trotted into the room.

"Starlight and... Starlight?" Twilight said with a mixture of confusion and relief. The two mares looked exactly identical except for their manestyles. A-Starlight levitated several jars containing each of their cutie marks while Starlight levitated a jeweled box that sparkled with several different colors.

Both Starlights focused their magic, blasting apart the shield generators that created the cages. Simultaneously, the jars shattered, sending the cutie marks they contained flying back to their owners. Twilight instantly felt her magic return, making her whole once again.

"Starlight!" Pinkie yelled happily, tackling her in hug. Twilight and her friends each hugged Starlight in turn, overjoyed at seeing their friend again. After they'd finished, Twilight notices A-Starlight standing off to the side, looking a little uncomfortable.

Starlight walked over to her counterpart and put a reassuring hoof on her back. "Twilight, this is, well, Starlight. She's on our side now."

A-Starlight trotted in front of Twilight and bowed her head. "I'm sorry I did this to you. The Princesses tricked me into believing that nopony really cared about friendship, but I guess having one pony, even myself, believe in me... shattered that notion."

Twilight smiled at her and lifted her head with a hoof. "I know friendship in the past has been hard for you, but if our Starlight found her way, I'm sure you can as well."

"What if she's lying?! She could be a spy or something! How can we trust her?!" Trixie said, glaring at A-Starlight. Starlight's counterpart nervously looked around, as if expecting everypony to turn on her.

"Because she's our friend." Twilight said, staring back at Trixie with equal intensity. There was a tense moment of silence, until finally Trixie relented.

"Fine! But I have my eye on you! Both of you!" She pointed at both Starlights. A-Starlight smiled gratefully at Twilight, while Starlight looked away sadly, maybe just now realizing how different this Trixie was from the one she knew back home. In this world, Trixie was still an unpleasant, boastful jerk... okay in both worlds, but more so in this world.

CLICK! Twilight turned her head, and saw Rarity inspecting the beautiful jeweled case. She'd managed to open it, revealing the six, glittering Elements of Harmony inside.

"We thought you might need those." Starlight said with a grin. "Breaking the security around the Elements wasn't easy, but with our combined magic, we managed it."

"They left the Elements here? Why?" Fluttershy asked.

"Because your world already has it's own set of Elements. Two sets in the same world would cause a magical imbalance that would annihilate your Equestria and ours." A-Starlight said as Twilight and her friends fastened the Elements on their necks.

"So how do we get out of here? Castle's probably crawling with guards, and I don't think we'll be able to fool em' this time." Daring said.

A-Starlight nodded. "There's a secret passage that leads to the gardens. We can get out undetected and-"

"HUH?!" Everypony turned, and saw Iron Will had just woken up. He looked around, utterly bewildered. "A-are we free? And why is there two of the same pony?!" The minotaur got up, shaking his head. "Maybe I've been taking too many work out supplements."

As the group made their way through the dark, underground passages, Starlight and Twilight lagged behind, catching each other up on the events of the past few days.

"So Discord was the one who realized that our counterparts were impersonating us?" Twilight asked.

"I had my suspicions, but Discord figured it out right away. He figured I was the only one who would believe him." Starlight replied.

"Well, he does have a knack for knowing things he shouldn't." Twilight sighed. She remembered her dream about Tirek, and Discord's words to her. Somehow, in his own way, Discord truly did care about them.

Twilight glanced at A-Starlight, who was talking animatedly with the rest of their friends as she led them through the caverns. Starlight saw where Twilight was looking, and chuckled slightly. "You know, I never thought the first pony I helped would be, well, me."

"How did you manage to convince her that the other Twilight was wrong?" Twilight asked curiously.

"I think deep down she already knew. She just needed somepony who was willing to understand her, like you did for me." Starlight said thoughtfully.

Twilight nodded. "Princess Celestia once said that sometimes, all it takes to lift us out of our darkest moments is a pony who's willing to bring us light."

"That's the difference between you and them." Starlight mused.

"What do you mean?"

"When your counterparts look at ponykind... all they see is darkness. But you and your friends, you're willing to strain your eyes to look for light in everyone, even when it's hard to find. I think that's why you were able to help me and so many other ponies find our better selves."

Twilight blushed a little bit. "That... that's very insightful Starlight. But helping ponies is just the right thing to do. We don't deserve any special credit for it."

Starlight waved away her modesty with a dismissive gesture. For a moment they were both silent, watching A-Starlight hoof bump with Pinkie, laughing over a shared joke.

"She looks... happy." Starlight said.

Twilight read her pupil's expression. She was looking back in time, back at the mare she used to be. Starlight was proud to see that mare embracing real friendship.

"You were never evil Starlight. I knew that even back at the village when I first met you. The way you clung to your philosophy, it was more than idealism... it was a crutch for past wounds."

Starlight smiled. "I- I think I finally understand that." Twilight knew her pupil had finally made peace with her past. It would always be an inseparable part of her, but at least now she knew that she wasn't the monster she made herself out to be. She wouldn't change overnight, she might get nervous and reflexively use magic as she was used to. But now she would be able to learn from those mistakes positively. Rather than blaming her moral character, she could focus her efforts on curbing her instinctive tendencies.

There was a loud creaking noise as Daring Do, Rainbow Dash and Iron Will muscled open a large iron trap door above them, leading into the Canterlot gardens. Twilight and Starlight walked in silence for a bit, looking at the various statues that decorated the garden. Twilight paused for a moment, looking at a statue that showed Alicorn Rainbow Dash in a heroic pose, with the inscription naming her captain of the Wonderbolts.

"You were right."

"About what?" Twilight asked, looking at Starlight.

"Friendship is magic. But magic, isn't friendship." Starlight said. Twilight grinned at her student proudly. In facing her counterpart, Starlight had learned the one friendship lesson Twilight could never teach her. It was one Starlight had to understand for herself.

"Magic may not be able to create friendship, but it can certainly inspire it." Twilight said, pointing ahead of them. A-Starlight and Trixie were talking animatedly about their various magical exploits over the years, sharing laughs over each other's mishaps and mistakes. Even though this Trixie wasn't quite as amiable as the one back home, she could never resist talking about her magical exploits to anypony who would listen. "I think your counterpart is going to be just fine after we go back home."

"If we can get back home." Starlight said. "Cadence and Shining armor probably have an army of guards protecting that mirror. I don't think you'll be able to sneak past them again."

"We're going to have to force our way to the mirror." Twilight said sadly. She didn't want to hurt Cadence and Shining, but there was no other way.

Starlight sighed. "That's going to be one hay of a fight."

"It will be, but I think I know somepony who might just be able to turn the tables in our favor." Twilight said.

"Who?"

Twilight pointed to a large statue of an Alicorn that wasn't one of their counterparts. She had long, flowing mane and a shocked, almost betrayed expression on her face. "Though I think she won't be very happy to see us."

Princess Celestia paced the royal balcony nervously, looking out at the twinkling night sky. She normally enjoyed Luna's work, but this night she was distracted by other matters. A sense of dread slowly built up within her as midnight drew nearer and nearer.

Luna placed a reassuring hoof on Celestia's shoulder. "It will be fine sister. I too have made mistakes in the past." Celestia winced, remembering just how badly that turned out.

"It's probably some kind of... misunderstanding." Cadence suggested hopefully.

Shining Armor nodded. "Whatever it is, we're here for Twilight. She needs to know that we still have faith in her to do the right thing."

"I fear that her trip to the other world may have affected her badly. That chaotic land she spoke of in her letter may have scared her more than she is willing to say." Celestia said worriedly. She did not say it, but her worries were even deeper than that. A magical maleffect could be cured easily... but what if Twilight's trip changed her inside? Perhaps she'd been given too much power too soon? Celestia couldn't help but feel history repeating itself as she thought back to Sunset Shimmer's fall. That wound had cut deep enough, but if Twilight... no... maybe Cadence was right. It could be a misunderstanding. She had to give her little ponies the benefit of the doubt.

Celestia heard Luna clear her throat. Before she could react, Twilight and her friends ran up to Celestia and hugged her tightly. "Princess..." Twilight said tearfully. "We-we're so happy to see you!"

Completely taken aback, Celestia hugged them in turn. Cautiously she asked, "Are you all alright?"

Twilight and the others let go, still bearing teary smiles. "We're alright... better than alright princess." Twilight replied.

"Indeed. We are most pleased to see you as well Twilight, though I wish it were under... better circumstances." Luna said hesitantly.

"What do you mean princess?" Fluttershy asked.

Rarity glanced at Cadence and her husband. "And why are Princess Cadence and Shining Armor here... not that we aren't happy to see you both of course." Rarity added quickly.

"I'm afraid I've called you here to discuss something... rather uncomfortable. We've been getting disturbing reports from Ponyville..."

"Disturbing reports?! If there's some villain on the lose near our home town, we'll find em' and smash them to pieces!" Rainbow Dash exclaimed. Luna and Cadence looked at each other worriedly.

"No, you see... the reports are about all of _you_." Celestia said, trying to keep her voice steady.

"Us? But all we've been doing is making ponies happy!" Pinkie Pie said, looking confused.

"We've merely been doing what you told us to do princess... bringing friendship and Harmony to Ponyville. All we've done is make our methods more effective. Ponyville is more peaceful than ever!" Twilight said cheerfully.

"We understand your trip to the other world might've been... disorienting, but you can't force order like this! It just... isn't right!" Cadence pleaded.

"Twily this isn't like you, this isn't like any of you. We're here for you if there's something you need to tell us." Shining Armor added.

"There's nothing to tell. I think the results speak for themselves. Economic growth in Ponyville has increased 20 percent, safety by 60 percent, crime has dropped to 10 percent, and that's factoring in pre-crime-"

"Twilight." Celestia interrupted. "You took away a pony's ability to speak for an entire day..."

"Because he criticized you! He called your new tax laws incompetent!"

"The laws Luna and I make are to best serve the needs of everypony in Equestria. We try our best, but we know we can't make everypony happy. They have a right to criticize us if they so wish. Twilight... from what I gather... you have taken away free speech, choice and liberty in Ponyville. It's creating a climate of fear-"

"You want to talk about fear?! What if that pony who insulted you, starts a rebellion and destroys all semblance of Harmony in Equestria? What if- what if they stormed this very castle, and attacked _you_?" Twilight looked defiant, as tears formed in her eyes.

"All it takes is one spark to start a fire." Applejack said firmly.

"Enough!" Celestia yelled harshly. Instantly, Twilight and her friends stopped talking. "I didn't want to believe you had done these things Twilight, but it's clear that you've been abusing your power! If we cannot get past this, then I have no choice but to strip you of your title!"

Twilight looked down silently, small tears dropping from her eyes. Each droplet was like a hammer pounding against Celestia's heart. Maybe she had been too harsh... she couldn't stand seeing the filly she'd practically raised cry like this. What had she done?

"I'm sorry princess." Twilight said quietly.

Relief flooded into Celestia at those three words. "It's okay Twilight, we can put this past us and-"

"But I know now what I, what we have to do."

"What do you mean?" Cadence asked gently.

"You've always wanted to bring Harmony, Princess Celestia, but you never could... because you weren't willing to do what needs to be done. I understand now that to bring Harmony I have to sacrifice something greater than my morality... I have to sacrifice... _you_." The air around Twilight's friends shimmered as they dispelled their glamour.

Celestia heard Luna, Cadence and Shining Armor cry out in shock. She felt stone begin to encase her hooves as Twilight and her now alicorn friends' horns glowed intensely. Desperately, Celestia shot a stunning spell at the imposters. Twilight caught it on her horn, and gently cast it aside as if it were nothing.

"W-who are you?" Celestia asked fearfully as the stone encased her neck.

"We, are the solution."


	13. Love and Logic

Princess Cadence looked over the Crystal Empire with searching eyes, watching the last few citizens retire to their homes before curfew. Guards patrolled the streets, casting long beams of light with their horns as they searched for any signs of trouble. But, as usual, nothing disturbed the tranquil night other than the occasional hoot of an owl and the soft hoof steps of the guards themselves.

"Hey."

Cadence nodded to acknowledge the arrival of her husband. She gave him a light kiss on the cheek as he approached the railing of the Crystal balcony and looked down over their shared kingdom.

"Anything to report dear?" she asked hopefully.

Shining Armor shook his head.

"Oh." Cadence muttered, sighing as she slumped over the railing. She felt a vague sense of disappointment she couldn't quite place. It was as if... something was missing. She'd done her royal duty as Crystal Princess, guiding her subjects to peace and prosperity with Twilight's help. Yet now that they had achieved that peace, why did she desire more?

Cadence levitated open her saddle bags, pulling out three thin, glowing crystal shards. She peered into them, hoping they would give her a sign. Nothing. Her own reflection stared back at her, looking overworked and weary.

"What are those?" Shining asked, shaking Cadence out of her thoughts.

"Shards." Cadence replied. "Shards of the Crystal Heart."

Shining raised his eyebrows. "Why would you go chipping pieces off the Crystal Heart exactly? Wasn't that the reason we banned tourism?"

Cadence laughed humorlessly. Nearly a year ago, some stallion had thought it would be a good idea to chip off a piece of the Heart as a souvenir. Luckily a guard saw him, and quickly arrested the stallion before he could sneak away. The stallion was sent to a work camp and the Heart was closed off to public viewing. Now the artifact was protected by force fields, enchantments and guards around the clock. Cadence had been hesitant to do this at first, as the Heart was supposed to be an open source of love to all her subjects, something they could visit at any time for guidance or reassurance. But Twilight quickly convinced her of the reality. It was simply impractical and illogical to leave the Heart open to attack or vandalism.

She'd never imagined, all those years ago, that the five year old unicorn filly she foal sat would become the ruler of all Equestria. Cadence remembered when she nervously brought up her crush on Shining Armor, and filly Twilight immediately started making charts and graphs to determine just how romantically compatible they were.

"Oh Twilight!" she'd laughed as she ruffled the filly's mane. "You think too much with your head and not enough with your heart!"

Yet in the end, Twilight was right. Celestia, for all her benevolence and expertise as a ruler, never achieved lasting Harmony. She'd been too sympathetic, too lenient to truly defeat the evils that plagued Equestria. The sad truth was, she'd thought too much with her heart, and not enough with her head. In two years, Twilight managed to achieve what her mentor hadn't for 1000. Cadence had long believed that love was the mightiest force in Equestria, but now, now she knew that there was a greater force. Logic.

Putting aside her thoughts, Cadence turned to her husband, levitating the glowing shards aside. "We're going to weaponize them. These pieces are essentially an unlimited magical power source. Sunburst is leading a team of unicorns in developing some kind of magical cannon. It might be just what we need to defeat the changelings once and for all." She chuckled a little bit. "I heard him call the project: 'Tough Love'."

Shining smiled at her joke. "Sounds like you've been pretty busy."

"What else is there to do around here anymore?" Cadence replied dryly, peering into the shards again.

"What are you looking for? Is something bothering you?" Shining asked concernedly.

"It-It's nothing important."

"Come on, tell me." Shining pressed.

Cadence sighed. "You know those legends about how the Crystal Heart shows you your true destiny if you look into it?"

Shining nodded, looking unsure.

"A few years ago, when the Crystal Empire first came back and Twilight defeated Sombra, I looked into the Crystal Heart. I saw myself as a beautiful princess, radiating love magic and shining with a crystal hue. But over time... that reflection started fading away. Now all I see is myself. I've been waiting, hoping for that beautiful reflection to come back, but every day it only seems to get duller and duller, more colorless and bland."

Shining pulled her close. "Maybe it's because you've already achieved your destiny. You are a beautiful princess, the princess of Love, and the Crystal Empire."

"But what if, what if the Heart is telling me something? What if it's saying... I'm not worthy to be the princess of Love? Was I wrong to close of the Heart? Wrong to declare war on the changelings?" Cadence wondered woefully. "I did those things to protect my subjects, because I love them, but..."

"But what?" Shining asked patiently.

Cadence looked her husband directly in the eyes. "Do you ever wonder if we're wrong Shining? If Twilight is wrong?"

Shining looked away and Cadence shifted nervously. If any of her subjects were caught having this discussion, they'd be arrested for treason. One of the privileges of being royalty these days was having a little privacy.

"I used to, back when Luna was in charge." Shining said hesitantly.

Cadence remembered those days. Celestia had just died, and all of Equestria was in mourning... except Twilight. She seemed more determined than ever, determined to destroy evil for taking away her mentor. At first, Luna and Twilight had been on the same side, hunting down the changelings that attacked Canterlot and destroying Sombra. But then Twilight realized that external enemies weren't the only problem, but internal dissent was an equally dangerous threat. She started cracking down on Equestria itself, using her powerful magic to dispense justice on ponykind. Then Luna began denouncing Twilight's actions, saying that she was going too far.

But Twilight quickly found out the truth. Without her sister to keep her in check, Luna had once again become the dreaded Nightmare Moon and wanted power only for herself. Twilight and her friends used the Elements to imprison her in stone, thus saving Equestria yet again. After the loss of two rulers to evil's grasp, Equestria was ready to accept whatever rules Twilight proposed, so long as they were kept safe.

"The system might be harsh sometimes... but it works, and that's what matters." Shining finished. Cadence realized she'd completely missed what he'd said, but those last words were enough to take his meaning.

She nodded and smiled at him. "You're right. It works... and that's what matters for our subjects... for us." They embraced warmly.

"Don't forget Flurry Heart." Shining said, grinning.

"And Flurry-"

BOOM!

Cadence looked out at the sky, and saw massive black clouds approaching. Lightning lit up the sky in loud flashes, followed by loud claps of thunder.

"What the-! We aren't scheduled for a storm!" Shining yelled over the storm clouds.

Cadence squinted, making out small, multicolored shapes among the inky black clouds. Among them, she could see a flying carpet with several riders on it.

"It's the rebels. Time for some tough love."


	14. Battle of the Crystal Empire

"Are you sure this is a good idea Twilight?" Fluttershy asked nervously, yelping as a bolt of lightning struck the air next to her.

Rainbow Dash raced up to the offending cloud and kicked it back into place. "Are you kidding? I've made storms before, but never one _this big_!" she said gleefully. "Its totally awesome! Almost as awesome as the time we made that tornado in Ponyville!"

"And dangerous. Just my style." Daring said cooly, grinning as she held down her hat against the wind. Applejack, Rarity, Pinkie, Iron Will, Zecora and Trixie sat on the flying carpet, bracing themselves against the wind as both Starlights levitated beside them, using their magic to keep the carpet stable.

"The storm's working! Keep it up!" Twilight yelled. The Element of Magic glowed as she focused her pegasi and unicorn magic to keep control of the massive hurricane. Despite the risk, it was doing its job. Several dozen pegasi guards hovered below them looking uncertain and hesitant to approach. The occasional guard would try, but quickly fly away, singed by lightning or blown back by the strong winds that buffeted downward. Twilight pointed to the castle balcony, urging her companions on. If all went well, they wouldn't have to fight anypony until they got inside the castle. After that, they only had to make to the mirror room.

"They're backing off! We can-"

Suddenly, Twilight saw an orange-blue blur fly past her with a crackling sound like electricity. It stopped just in front of the flying carpet, and Twilight was able to get a good look at the pegasus. He had a jet blue, almost electric mane and a pleasant orange coat. Twilight froze, unable to move as she stared in shock at the familiar face of Flash Sentry. He stared back at her, hovering in the air as a small hint of recognition crossed his face.

"Do it!" A-Starlight yelled.

Twilight blasted a ray of magic at Flash's counterpart, but her second of hesitation cost her. A-Flash dodged the blast and slashed at the carpet with his spear, tearing it to shreds and barely missing its riders. The carpet's magic failed, sending Twilight's non flying friends tumbling towards the ground. All hesitation gone, Twilight flicked her horn and let out an arc of power, knocking pseudo-Flash out of the air. Sniffing in sorrow, Twilight gently lowered his dazed form onto the crystal streets below.

"Weee!" Pinkie Pie exclaimed, throwing her hooves into the air as if riding a roller coaster. Applejack made odd flapping motions with her hooves while Iron Will curled up in a ball, looking fearfully at the unforgiving crystal ground below. Rarity and Trixie screamed in absolute terror, surprisingly harmonizing very well. Strangest of all, Zecora simply closed her eyes in a meditative state, as if falling to her doom didn't bother her in the slightest.

All six of them were caught in blue auras as both Starlights strained to slow their fall. They all managed to land on their hooves, only to be met with an army of angry crystal guards charging towards them. Twilight saw Pinkie pull out her party cannon (yelling something about "the alamo") and fire a cornucopia of baked goods directly in the guards' faces. The wave of deserts caught the guards completely off, well, guard and sent them reeling back. Pinkie dug into her mane and tossed Applejack her lasso.

Applejack shook her head. "You know what, this time, ah ain't gonna ask." She grabbed the lasso in her mouth and began looping it in the air, rodeo style.

Trixie smiled as A-Starlight landed beside her. "Ready to kick some flank?"

"You bet!" A-Starlight laughed, hoof bumping her new friend.

"Try to keep up." Trixie teased cockily as she lobbed a smoke bomb, causing several nearby guards to go into a coughing fit.

"Oh it is on!" A-Starlight replied confidently, blasting three guards in one hit.

Zecora meanwhile, took a much more hooves on approach to fighting. Twilight saw her spin and flip, fighting in a some ancient zebra martial arts form Twilight had never heard of. Iron Will was much less graceful, but added his own flair by nearly equaling Zecora's rhyming prowess.

Fluttershy landed next to Pinkie and Rarity, looking extremely nervous. "Um is it okay if I just um stay in the back here with you girls for bit?" she squeaked.

"Sure Fluttershy!" Pinkie exclaimed happily. "You can help me decide what to fire next! I was thinking cherry pie, but then I thought wouldn't it be cool if I used something exotic like an eclair?! Or even a chimicherry... or is it cherrychanga?"

Rarity sighed. "Fluttershy I'm not one for fighting either dear, but I have a feeling we're in for a different kind of pain."

As Twilight surveyed the battle, she focused on maintaining the storm, trying to keep away the other pegasi guards (who, fortunately weren't as fast as Flash Sentry). She felt the power of her Element within her, supplying her with magic in its purest form.

"Look out!"

Before Twilight could react, Rainbow Dash shoved her out of the way a bright crystalline flash lit up the sky. For a brief moment, Twilight saw Rainbow look at her with a shocked expression on her face. Then, almost instantaneously, Rainbow's body turned completely into crystal, leaving nothing but a statue where the pegasus had been. Everything seemed to stop.

The logical part of Twilight's brain yelled what the emotional part refused to accept. Rainbow Dash had just...

Twilight felt a hard slap across her face, and immediately everything was brought back into focus. "Kid, snap out of it! Come on!" Daring Do pointed urgently at the Rainbow's statue, just seconds from hitting the ground and shattering. Twilight wrapped the statue in her aura, lowering it to the ground as she and Daring landed beside it.

With nopony to control it, the storm began spreading rapidly. Dark clouds encompassed the sky as freezing rain began to pour down onto the battlefield. The pegasi guards dove for cover, scrambling away from the out of control tempest.

Twilight didn't care about any of it. She wept, adding her tears to the droplets of cold water running across her face.

Daring put a hoof on her shoulder. "Twilight... I'm so sorry." Twilight could feel Daring's hoof trembling, and realized that the explorer was just barely containing her grief.

The sounds of the battle around them seemed to fade into the background, as grief shrouded her vision like a fog. Through that white mist, she saw a rickety wooden bridge surrounded over a dark chasm. The ominous trees of the Everfree forest swayed about in the night, casting creepy shadows. Three sinister looking mares clad in black flight gear circled Rainbow Dash, tempting her with her deepest desires. Nightmare Moon's dark magic called to Rainbow, urging her to abandon her friends as Twilight watched helplessly from the other side of the gap. Her heart sank as Rainbow held out her hoof, seeming to accept the offer. Just as she lost hope, Rainbow shook her head, turning away Nightmare Moon's temptations.

She remembered her words from all those years ago. "And Rainbow Dash, who could not abandon her friends for her own heart's desire, represents the spirit of... LOYALTY!"

The last word echoed through Twilight's mind, banishing the latent grief that threatened to consume her. Loyalty. Rainbow had been loyal since that very first night, faltering but never failing to live up to her element. Even in her last act, Rainbow had proven her loyalty with her life.

"But she wasn't trying to live up to an Element." Twilight whispered. She remembered the posters she'd seen in Ponyville and Canterlot, forcing loyalty on Equestria, claiming it was a virtue.

But... but Rainbow wasn't loyal because it was a virtue. She was loyal because she cared about Twilight, and all her friends. Her loyalty was guided by friendship...

"Guided by friendship... friendship is the spark, of course!" Twilight exclaimed, her sadness banished by a soaring hope. She brought the Element of magic near the blue lightning bolt necklace, and the two inset jewels began to glow warmly. Electricity seemed to spark between them as the Element of Magic conferred its power on the Element of Loyalty. Rainbow's statue began glowing with bright light, and Twilight averted her eyes. She heard the distinct sound of glass shattering violently and was thrown back by the sheer force of it.

"Ugh... what happened?"

Twilight opened her eyes, and saw Rainbow Dash laying on the ground, surrounded by hundreds of shattered crystals.

"You-you were out for a little bit... but now you're okay." Twilight said softly, stating the obvious so she herself would believe it. She wiped away the remnants of her tears with the back of her hoof, trying to contain her urge to let more flow.

Dash groaned. "Of course I'm okay. I'm awesome!"

"Dash you're..." Daring cleared her throat, trying to maintain her cool demeanor. "Good to see you well Rainbow Dash." She turned to Twilight, looking very worried. "I found the source of our little dilemma here. They have some kind of magical energy cannon. Three of them."

Leaving Rainbow Dash to Daring's care, Twilight flew up into the air, trying to see clearly through the rain. At the base of the Crystal Palace were three, massive cannon structures, glowing with some kind of crystalline power. Just behind them, the Crystal Heart spun between two icicles, surrounded by a blue force field. This Crystal Heart looked... sad. Pieces of the top were chipped off and broken, and the heart's glow was dim, like a failing light bulb. With a sick feeling in her stomach, Twilight realized the cannons were powered by pieces of the Crystal Heart. Love magic, twisted in a sick, depraved way to use as a weapon.

Twilight soared towards the cannons, ready to blow them to bits. As she approached, she saw the cannons unload another volley of crystal bolts toward her friends. One of them just missed Pinkie Pie, instead hitting and destroying her party canon. She shook her hoof in anger and quickly pulled out another one. Just like Pinkie to bring a spare.

Hovering over the massive cannons, Twilight channeled her magic and sent a bolt of power down at them. There was a loud, satisfying explosion, radiating out a massive magical shock wave. After the magic cleared away however, Twilight was shocked to see the cannons completely unaffected, a shimmering pink shield encompassing them. A shield, which could only be created by one pony. Twilight landed as A-Shining Armor watched her expectantly.

"Surrender Twilight." he said sternly. "Even if you aren't from this world, you're still my sister, and I don't want to fight you. But I won't hesitate to protect my subjects. "

"Protection. Shining Armor, is the world you've made even worth protecting anymore?" Twilight asked, looking at the broken Crystal Heart.

Shining saw where she was looking, and his expression turned slightly regretful. "We've made sacrifices, but we've managed to save everypony-"

"And in turn you've made them miserable." Twilight interrupted. "You say you're saving everypony, but you've taken away everything that makes life worth saving. "

"That's easy to say when you haven't lost anything yet!" Shining said harshly. Twilight backed up a few steps, surprised by his tone. He pointed to his cutie mark, the same blue shield surrounded by purple stars Twilight's Shining Armor had. "Protection is my special talent Twily. PROTECTION! But I couldn't protect Princess Celestia. I'm never going to let anypony else down again!"

"You already have." Twilight said sadly.

"I thought you would understand Twilight, I thought maybe you could see how much better we could make your world." Shining shook his head. "I guess you really aren't the sister I know and love... _Twily_ "

Twilight looked away, unable to bear looking at this... imitation of her brother. But he was still her brother, by name at least. "Please, Shining Armor, just let us go back to our world and we can end this. I don't want to fight you."

"If you won't fight, it makes taking you down even easier." Shining Armor advanced toward her, levitating his spear.

Gritting her teeth, Twilight fired a bolt of magic at A-Shining. The bolt collided with Shining Armor's signature pink shield, doing nothing to stop him. Desperately, she fired bolt after bolt, trying to drive A-Shining back. Her magic simply deflected off of the shield, barely slowing him down. Twilight took a deep breath, and focused her magic again, this time in a constant stream of power. A-Shining staggered, dropping his spear but still making steady progress toward her.

The Element of magic called to her, asking Twilight to use her full power as an Alicorn, to blast away the threat without hesitation. She resisted, as images of her battle with Tirek flashed through her head, tinted red with anger. Twilight saw her friends running away in fear, unknowing if even they were safe from Twilight's wrath. Fear and power tugged Twilight in opposite directions, as Twilight desperately tried to keep A-Shining back.

Then, just like that, it ended. A-Shining flicked his horn, and a wall of pink energy crashed into Twilight. She landed roughly on the ground, her magic feeling drained and unreachable.

A-Shining stood over Twilight, looking down at her with disappointment. "You know why you lost? It's because you care about not hurting me. And that's exactly why you don't have what it takes to protect your friends."

"Lucky for me, I don't have that problem!"

Twilight heard a loud bang and Shining Armor cry out. She opened her eyes, and saw Starlight Glimmer standing beside her protectively. She offered a hoof, and Twilight took it, slowly getting up despite the throbbing pain in her side. A-Shining was sprawled on the ground a few feet away, looking dazed.

Thunder cracked overhead as the rain intensified, coming down in a torrential burst. Twilight's mane felt wet and soggy, draping over her like a messy blanket.

"Are you okay?" Starlight asked quietly. She didn't look much better than Twilight felt, with the rivulets of water dripping down her mane forcing her to push it back over her head rather than let it hang as she normally did.

With a shaky breath, Twilight nodded. She focused her magic on the crystal cannons, pulling out three glowing shards of the Crystal Heart.

Starlight looked slightly surprised. "What do we need those for?"

"Maybe if we restore the Heart, it can reveal the light and love the crystal ponies buried within themselves, like Cadence's spell used to." Twilight answered.

"Do you really think that'll be enough?" Starlight asked cautiously.

"Cadence, the _real_ Cadence once told me that love and understanding exist buried within the darkest hearts. All you need to do is bring it to the surface." Twilight replied, quoting her sister-in-law's words fondly.

Before she could answer, Starlight was blasted back by a blue ray of magic. A-Cadence landed in front of them, glancing sadly at her husband's limp form.

"I used to think that too. But then I realized that love can't solve everything Twilight. If you really love your friends, and want them to be safe, you have to be willing to fight the dark, with the dark."

"Then you're no better than King Sombra."

Surprisingly, Cadence chuckled. "Sombra was right, in one way. Fear is more effective than love. But I'm not Sombra Twilight. I care about my subjects, and if fear is what it takes to keep them safe, then so be it."

"You were supposed to protect the Crystal Heart! How could you use it as a weapon?" Twilight asked, unable to bear Cadence's words.

Cadence's expression changed from pity, to anger. "I won't let the changelings hurt anyone I love again!" she yelled.

"But at what cost? Look at what you're doing!"

"Yes look at what we're doing! We've brought peace and Harmony to our world, while Chrysalis managed to kidnap everyone you love and feed on them in yours. Whether you like it or not Twilight, you're going to accept our help. You need it."

Twilight had learned her lesson from hesitating before. She didn't bother responding, instead shooting a large blast of purple energy right at Cadence. In a swift movement, Cadence dodged and shot a web of black magic.

Before Twilight could redirect her own magic, the black web hit her in the chest. Instantly her body went numb, and Twilight felt herself frozen in place, unable to channel her magic, move her hooves or even speak.

Cadence trotted up to her with a sad smile. "Paralysis spell. Thought you might like to watch as we defeat your friends. One last memory of them before we repurpose you. Our Twilight thought she could convince you without magic, but I don't think she'll mind."

The lightning from the storm above seemed to crackle deafeningly, and the sky darkened until it was pitch black. Twilight felt a dark, foreboding presence, as if the void beyond Equus was stretching out its black talons. Cadence seemed to feel the change too, and looked up at the sky nervously.

Amongst the raging storm, was the dark outline of an alicorn, glowing with power. Its eyes shone with bright, magical light, which illuminated a dark blue mane that seemed to move of its own accord, glittering like the night sky.

"PRINCESS MI AMORE CADENZA! WE HAVE COME TO PASS JUDGEMENT FOR YOUR CRIMES AGAINST EQUESTRIA!" The voice was so loud, it seemed to shake the sky itself.

Cadence flew up into the air until she was level with the challenger, staring directly into her face.

"Luna? But how... you're..." Cadence seemed at a loss for words

"Twilight and her friends revived Us, and told Us of the terrible things you've done to Our subjects!" Luna said angrily.

"What but... _you're_ a traitor!" Cadence said hesitantly, shaking her head as if she was trying to make sense of she was seeing. "You betrayed Equestria and- and..."

"I am no traitor! You are the one who has betrayed the very values you claim to represent! You betrayed the love and devotion of the ponies of Equestria! You are an _insult_ to my Sister's legacy!" Luna shot a beam of dark blue magic, which Cadence met half way with her own.

"Betrayed?! I've given up everything to protect my subjects _because_ I love them!"

"Love isn't just protection! Love is _mercy_ and _forgiveness_! The same mercy and forgiveness my Sister extended to me! Anger and loss have twisted your mind Cadence, and you have fallen from love, to obsession!"

Cadence's eyes narrowed angrily as she strained to hold be Luna's magic. Twilight could only guess that Luna's words brought years of hurt and guilt to the surface, dangerously breaking Cadence on an emotional level. Cadence's blue magic turned pure black, smoking with dark energy. It began slowly pushing Luna's beam back even as the Princess of the Night grit her teeth and put all her effort into keeping up her defenses.

Twilight looked away from the dueling alicorns over to where her friends were fighting Cadence's army. The rebels and her friends were doing their best, but they were severely outnumbered. To make things worse, several of the citizens had open their doors to see what was going on. They were caught in the fray, panicking as Twilight's friends attempted to protect them. The guards seemed to have no regard for the citizen's safety, instead fighting with an unnatural anger and intensity, the result being cut off from the Crystal Heart for so long. They advanced on her friends, slowly cornering them.

Unless Twilight did something soon... they were going to lose this battle. Problem was, she couldn't move.

Starlight groaned softly, trying to clear her head as she got her hooves. Cadence's stunning spell had been exceptionally strong, and it left a painful throbbing in Starlight's head. The wind roared in her ears, eclipsed only by loud crackling from the sky. Looking up, Starlight saw Cadence fighting another, slightly larger alicorn. So Luna had decided to help them after all.

Unfortunately, Luna was losing the battle above, struggling to fight Cadence's rage fueled dark magic as it pushed her own back. In a few minutes, she wouldn't be able to defend herself and the unthinkable could happen. Starlight blinked, trying to clear her eyes and find Twilight. Shielding her eyes against the rain curtain with a hoof, Starlight saw Twilight standing a few feet away, unmoving. She inched toward her, trying to ignore the pained protests of her body as it suffered the cold, merciless rain and wind.

Twilight seemed frozen, an expression of shock and dismay etched onto her face. Starlight recognized the paralysis spell, having studied dark magic before she met Twilight. It wasn't something she liked to think about. Dark magic was powered by negative emotions, something Starlight had had plenty of back in those days. But after talking to her counterpart, at least Starlight knew that there was an eye among the storm of her past. Concentrating, Starlight cast a counterspell, hoping that it would be strong enough to undo Cadence's magic. As the blue magic washed over her, Twilight took a sharp breath, immediately collapsing onto the crystal ground.

"That- that was some really strong dark magic." Twilight said hoarsely, trying and failing to get to her hooves. She didn't have her usual expression of determination. Her voice was tired and devoid of emotion, almost mechanical.

"Maybe I could levitate you?" Starlight suggested, looking at her mentor worriedly. The spell had clearly affected Twilight badly, but she also seemed emotionally drained as well. Having to fight both her brother, and Cadence had clearly had an averse affect.

"I-I can walk if you help me." Twilight muttered. Starlight nodded, lifting her up and letting Twilight lean on her for support. "We've got to get to the Heart. It's the only way to end this." Twilight said quietly.

Starlight trotted over to the glowing force field, managing to shut it down with a blast of her magic. As they approached the Heart, Starlight knew it had seen better days. Not only were parts of it cracked off by Cadence, but the artifact lacked its usual aura of light and love. Cadence had forsaken those long ago, in exchange for the power offered by fear and dark magic.

Carefully, Starlight levitated the three crystal shards into place, channeling a reliquary reconstruction spell. The Heart seemed to glow slightly brighter, but the pieces wouldn't attach.

"It's not working! I don't have enough power!" Starlight said frantically.

Twilight looked at her weakly, still leaning on Starlight for support. "Together."

"Together." Starlight agreed. The aura around the Heart turned a mix of purple and blue,

As they focused their energy on the Heart, memories flashed through Starlight's mind. Not memories of her past mistakes and despair that Starlight was used to reminiscing about, but more recent, happy memories. She remembered laughing with Twilight in the library as they recounted her crazy adventures in world of Canterlot High. She remembered baking with Pinkie Pie, working on the farm with Applejack, and all her friendship lessons, including "chillaxing" with Rainbow Dash (whatever that meant). She saw Twilight's hoof, reaching out among a sea of darkness and despair. Starlight grabbed it and it pulled her up, making her feel like she was finally coming up for air after a long time underwater.

Her past could no longer control her, no longer drag her back into its abyss of sorrow. She had confronted her shadow, and found its light. She was free.

White light burst out of the Heart, blasting Starlight and Twilight back. Their coats and manes instantly dried off, shining with crystal magic. Starlight watched as the pulse of magic spread across the Crystal Empire. In the sky, just as Luna's magic seemed at the point of failing, Cadence's ray of dark magic faded away, banished by the Heart's power. Luna didn't hesitate, imprisoning Cadence in a force field. Meanwhile, the wider battle ceased as the guards' coats shimmered brightly, and their anger was cleared away.

With the imprisoned Cadence floating by her side, Luna flew up over the crystal ponies, saying something Starlight couldn't make out. The storm faded away, replaced by a beautiful blue sky, filled with a stream of colors from the Heart's magic. Starlight heard loud cheers, the voices of their friends celebrating.

Suddenly she felt herself pulled into a warm hug. Twilight smiled at her, healed by the Heart's magic. Starlight smiled back, and together they looked out at the colorful sky. The dawn of a better day.


	15. A Better World

"But sis! This isn't fair!" Sweetie Belle whined.

"No buts. This is for your own good." Rarity said firmly. Next to her, she saw Applejack nod solemnly in agreement.

Rarity enjoyed the pleasant breeze that tussled her perfectly styled mane ever so slightly as she breathed in the fresh, open air. The spacious fields of Sweet Apple Acres stretched out around them, filled with hundreds of off-season apple trees in the process of ripening their fruit. The only sign of pony habitation was the newly reconstructed barn (Twilight had repaired the damage done by Longhorn) and the rather simple but cozy Apple family house. Sweetie Belle, Applebloom and Scootaloo looked anxiously at the four stern royal guards who stood a few feet away, awaiting orders.

"How are we supposed to solve cutie mark problems if they're following us all the time?!" Scootaloo asked incredulously, pointing at the guards.

Rarity chuckled lightly. "Oh pfft you don't need to do that. Why don't you do something from the sanctioned activity list I gave you?"

"Like color?" Applebloom deadpanned. "We ain't babies ya know!"

"Our destiny is to help other ponies get their cutie marks!" Scootaloo argued, pointing to her flank. "This is so lame!"

"It's for your own safety. Can't have ya gettin' into trouble now." Applejack said, waving the guards forward. The guards nodded, shepherding the three fillies back toward the house.

"Why're you doin' this? We don't need babysitters." Applebloom said, eyeing the guard to her right angrily.

The guard shrugged, opening the front door. "Sorry, Princess Twilight's orders."

"Ugh." Scootaloo grumbled, giving the guards a disgusted look. "What's the point of having cutie marks if you can't do anything with them?"

"It's only temporary miss, she gave us her word." the guard said apologetically. Reluctantly, the fillies trotted inside followed by their new bodyguards.

Applejack sighed. "Ah can't believe they left them so... unsupervised."

"We did, for a long time." Rarity replied, reminiscing back to when their little sisters nearly got turned to stone by a cockatrice.

"And how often did it come back to bite us?"

"Hey girls!" Rarity and Applejack whirled around to see Pinkie Pie, accompanied by an old looking donkey. The donkey smiled broadly, looking around the farm with a keen interest. Rarity noted that his hair was a rather obvious black wig, loosely stuck on his head in a rather unflattering manner. Clearly this donkey didn't care much about appearances.

"Ah see that happiness spell you were cooking up actually worked." Applejack said.

Pinkie nodded and pointed to her companion. "Remember Cranky Doodle from our world?"

"That rather rude fellow that you tried to befriend two years ago?" Rarity said, remembering how perpetually irritated the old donkey would be. "He was quite unpleasant to be around. Didn't you have him reeducated dear?"

Pinkie shrugged nonchalantly. "Well, here's his twin! Watch this." Seemingly out of nowhere, Pinkie pulled out a large bucket of water and dumped it on the old donkey's head, ruining his wig and drenching him completely. "Oops! Sorry Cranky!" she giggled.

Still smiling, Cranky casually picked up the soiled wig and stuck it back on his head. "That's alright Pinkie. That sort of thing doesn't bother me anymore. In fact, nothing really bothers me anymore." The donkey looked off into the distance dazedly, still obliviously grinning despite Pinkie's actions.

"We should report back to Twilight. Now that you've perfected the spell, we can spread happiness to all of Equestria." Applejack said, sounding impressed. "Although, Cranky there does seem a little distracted."

"I think Matilda will like him better this way." Pinkie replied with a smile, patting Cranky's head.

"They cheated me out of my cart!"

"Now now," Flim countered. "We won your cart fair and square, right brother?"

"Right you are brother, it was a fair game of chance like any other." Flam added.

The shopkeeper stomped her hoof. "I saw you use magic to change the dice you... you swindler!"

"Swindler is such a strong word!" Flim exclaimed in an offended manner.

Twilight Sparkle sat on Celestia's throne, watching the argument unfold. Part of her job as princess in this world was to hear disputes, and now that Celestia and Luna were gone, everypony had naturally turned to her, as she predicted. What would Celestia do here? Cleverly trick Flim and Flam into confessing, give them a slap on the hoof and let them go? Those con-artists would be back the next day with another failed scheme. Fortunately, Twilight had far more effective methods.

She held up a hoof, and instantly both parties stopped talking. "A simple truth spell should resolve this quickly."

"Oh I assure you we've done nothing wrong your majes... truth spell?" Flam asked, looking surprised. Suddenly, he yelped as a purple aura surrounded his throat. He went cross eyed, sputtering and coughing violently.

"Brother!" Flim yelled, running to his side. The shopkeeper looked shocked, frozen with fear.

"W-we cheated! The dice... we used magic to change them!" Flam choked out, sounding strained. The aura dissipated, leaving Flam gasping for breath.

"Well, that settles that." Twilight said, unable to help a small smirk as the twins looked up at her fearfully. Without another word, they galloped out of the hall. The shopkeeper bowed her thanks, leaving hurriedly soon after.

"That truth spell was kinda freaky Twilight."

Twilight looked to her right, raising her eyebrows. Spike sat just beside her throne, a pile of comics stacked up next to him with a few loosely strewn about. He seemed unnerved, almost frightened even.

"Well, at least they'll think twice before trying to con somepony again." Twilight countered.

"I... suppose. It just seemed kinda dark." Spike said hesitantly.

"How about if that shopkeeper had lost her livelihood Spike? That would've been pretty "dark" if you ask me."

"I guess, it's just that Princess Celestia-"

"Princess Celestia isn't here now Spike. I'm here." Twilight said, cutting him off. Honestly, he was worse than her Spike back home.

"Your highness." Twilight turned away from Spike, and saw three royal guards bowing at her throne. She slid off of her seat of power, trotting close to the guards so she could whisper. The last thing she wanted was Spike hearing about the next phase of her plan.

"Are we ready?" she asked quietly. Spike glanced over at her with an inquisitive look. Twilight waved a hoof casually, and the baby dragon went back to his comics.

"Almost. We'll be ready to attack the changeling hive by tomorrow afternoon... if- if that's still what you want to do princess." the guard replied in an equally hushed tone.

Twilight nodded grimly. "They captured Princess Celestia, Luna and Cadence. It's the only way to get them back. I just hope we aren't too late."

"Of course princess, it's just... well-"

"Just what?" Twilight asked, raising her eyebrows.

"I thought they were different now, reformed I suppose. Princess Celestia was even in the middle of peace negotiations with them. Heck they even look different-"

"Looks can be deceiving, especially with changelings. It's clear that this "peace" was a ruse so that they could recapture the princesses after their first attempt failed. It seems that creatures like them can never change their ways." Twilight said. The guard nodded his assent, looking more sure. "I want all the guard ready by tomorrow. We need to destroy them while we have the advantage of surprise-"

Twilight was cut off by a loud ZOOM as a rainbow flash seemed to dart throughout the throne room at astonishing speed, finally settling just in front of Twilight in the form of Rainbow Dash. The throne room door was pushed open further, and Twilight heard the soft beat of wings as Fluttershy gracefully glided to Rainbow's side.

"Hey Twilight!" Rainbow greeted enthusiastically. Fluttershy merely nodded, glancing briefly at Spike.

"Rainbow I really don't want to see what an indoor sonic rainboom looks like." Twilight said with her best deadpan look. She couldn't keep it up for long, and allowed it to break into a grin as she hugged her two friends. "How's the hunt for Chrysalis going?"

"Nothing so far." Rainbow Dash replied. "I've got the Wonderbolts strafing the outlands, but they haven't found anything yet."

"And I've got all the animals across Equestria helping, but they haven't found anything either. Chrysalis must've hidden herself really well." Fluttershy added.

"All the animals in Equestria?" Spike whistled. "How the hay did you manage that Fluttershy?"

"I used the Stare." she answered simply. Seeing him look confused, she continued, "It spreads as the animals interact with each other."

Spike scratched his head, still looking a bit flabbergasted. "You... used the Stare? Just like that?"

"Um... yes?" Now Fluttershy looked confused.

"But I thought you only use it when an animal does something wrong. Isn't this sorta... I dunno, mind control?"

Fluttershy raised a hoof, but Twilight decided to cut her off. "Desperate times call for desperate measures Spike. Chrysalis has been loose too long, and she might have something to do with Princess Celestia, Luna and Cadence disappearing. One way or another we're going to find her and deal with her, _permanently_.


	16. The Eye of the Storm

Despite the day ebbing away to make room for night, the bright colors projected by the Crystal Heart remained, adding flair to the glittering stars dotting the dark sky. The Crystal Empire seemed to be shining with vivacity as the bright light of nightlife complimented the glow of the Crystal Heart. For the first time in years, the citizens were freed of the nightly curfew and allowed to do as they pleased by decree of Princess Luna. Once it was clear Princess Luna was not Nightmare Moon, she was able to appeal to the better nature of the guards and citizens alike. It also helped that Crystal Heart's magic dispelled the fear and anger that seemed to originally permeate the crystal ponies, allowing them to embrace the love and light they had forsaken for so long in the name of safety and security. Of course, many subjects still distrusted Luna, as attitudes cultivated over years couldn't simply be "blasted away" by the Heart's magic. However the so called loyalists couldn't do much as Cadence and Shining Armor were imprisoned. The battle had been won and peace had been achieved, for now at least.

Twilight leaned over the railing of the crystal balcony, watching the crystal ponies go about their business, taking advantage of their new found freedom. There was a sense of... Twilight tried to put a word on it... life. Life. It was something she'd never really noticed before, something you couldn't notice until you'd seen the absence of it. It wasn't happiness exactly, even Ponyville, one of the liveliest places Twilight knew, wasn't always happy. But it seemed as though life had returned to the Crystal Empire, a sense of free flowing action and freedom. When she'd seen this world's Ponyville and Canterlot, Twilight could only describe them as rigid and controlled, predictable. But isn't that what order and Harmony were? Control, predictability and safety? But it felt like there was something missing, something almost intangible and undefined that insisted on frustrating Twilight by hanging at the edge of her mind. If order and Harmony weren't the goal, what was? For some reason, "making things better" didn't seem like an ample answer. If she couldn't even decide on a goal, what good would she be as a princess? Right now, all she had to guide her was that she needed to stop A-Twilight and the others, yet she still had no strategy in mind after a whole day of thinking.

"HELLO TWILIGHT SPARKLE!"

Twilight felt her mind scramble like an omelet, struggling to recover from Luna's royal Canterlot voice.

"Princess Luna! Um, no need to use the Royal Canterlot voice when it's just me and you, remember?" Twilight reminded gently.

"We... I apologize." Luna said with a sheepish look. She looked away sadly, watching her night sky. "Many moons ago your counterpart once told me the same."

Twilight remembered that this timeline had been very similar to her own until two years ago, so the whole Nightmare Night incident would have happened just as it did on her world. She felt a sudden pang of empathy for A-Luna, realizing that she would've barely spent a few months free from the moon before her sister's death.

"I am sorry for abandoning you in your time of need Twilight Sparkle. After your counterparts' betrayal, it was all I could do not to attack you right then and there when you freed me. My trust had been shaken so greatly that I was unable to bestow it again."

"Why _did_ you decide to help us?" Twilight asked.

"In the end, it was Starlight Glimmer who convinced me."

"Starlight?" Twilight realized she'd lost track of her student during the first part of the battle until her fight with Shining Armor.

Luna nodded. "At the start of the battle, she came to find me. We discussed a great many things. She helped me realize the importance of giving you the benefit of the doubt, as you did for her and my Sister did for me. We all have our worse natures, but when we try to fix our mistakes, it is important our friends and allies are by our side. In her words, 'to look for the light amongst the dark, even when it's hard to find'. I should've known that better than anypony."

"Starlight said all that?"

"Indeed, her past mistakes have made her quite wise, though she still has much to learn. You are very lucky to have her as your friend."

Twilight pondered that silently for a moment as she observed the city below. She noticed the ponies eyeing the night guards nervously, quickening their pace and keeping their voices low.

"They still seem nervous. I don't their fear is completely gone." Twilight observed dejectedly.

"It will take time to regain the trust of my subjects, but I believe it can be done. After all, my sister overcame my fear and anger with compassion and love. I shall follow in her footsteps, and try to do the same. All this, assuming you can defeat your counterparts."

"You aren't coming with us?"

Luna shook her head. "It is better if I do not. The temptation will be too great to remain in your world with your version of Celestia. My sister is gone, and I must accept that." She sighed sadly, speaking in a firmer tone. "Besides, I must remain here to raise the sun and moon, and lead Equestria now that Cadence and Shining Armor have been defeated.

"What's going to happen to them? Do you think they could be reformed?" Twilight asked hopefully.

"I do not know. Perhaps if we show them the same kindness and compassion they have forgotten all this time, they might do the same. However if you are unable to stop our Twilight and the others, there will be a terrible battle, one which I will be unable to win."

Twilight decided not to mention that she wasn't too optimistic about their chances either.

"How's Rainbow doing?" Twilight asked, quickly changing the subject.

"Fortunately she has made a full recovery, and indeed it will be time for you to depart soon. It was fortuitous that her Element was able to dispel the corrupted love magic, though I do not understand how."

"An act of true loyalty." Twilight guessed.

"Pray tell what dost thou mean?" Luna cleared her throat. "What do you mean Twilight Sparkle?"

"My counterpart told me they were able to become alicorns by performing some kind of dark ritual with the Elements, draining Discord's magic and using Tirek like a conduit."

Luna frowned. "Very profane magic indeed. It is a vile act beyond any dark magic I have heard of."

Twilight couldn't help shuddering a bit. "When Rainbow pushed me out of the way, it was an act of loyalty inspired by friendship. I think it sort of, purified the Element, and when I brought it close to the spark, my Element, it was able to purify Rainbow of the dark love magic." Twilight chuckled. "I guess friendship really is the spark that connects the Elements. I always thought that was a bit of wishful thinking."

"If friendship truly is the guide for the Elements, it would explain why the other elements followed when this world's Twilight went astray." Luna said thoughtfully. "Though Rainbow Dash's self sacrifice was most admirable. Starlight was indeed right that I should have more faith in your capacity for good over evil."

"Yeah yeah, I'm awesome I get it!" Twilight turned around to see Rainbow Dash grinning at them, standing a few feet away. "Cmon! We're all waiting for you in the mirror room!" There was a sharp wind and a flash of color as Rainbow zoomed off down the hall.

Luna chuckled slightly. "I believe that is our "cue" as it were." Twilight laughed as she and Luna began trotting down the hall to join their friends.

"So after she found your village this world's Twilight recruited you to her side?" Starlight asked, looking up at the painting of A-Twilight and her friends in the grand dining hall.

A-Starlight shrugged. "More or less. I was just... so angry... at Sunburst, at everypony. I guess Twilight was using me in the end. She didn't care about helping me overcome my past, she wanted to use it against me."

Starlight put a reassuring hoof on her counterpart's shoulder. "I know. The important thing is what you do now."

"What about you?" A-Starlight asked quietly.

"Me?"

"Well... from what I've figured our timelines were nearly the same until two years ago, but what happened after that?" A-Starlight pressed.

Starlight hoofed the ground uncomfortably. "Well, Twilight and her friends came to my village and sort of... turned everypony against me, well not me, but my whole equality idea. After that... I managed to escape into some nearby caves. I felt more alone than ever, felt abandoned again. But eventually my sadness turned into anger and I wanted revenge. I sort of, stole a time travel spell and stopped Twilight and her friends from getting their cutie marks." Starlight noticed an awed look on A-Starlight's face, and hurriedly continued, "Twilight followed me back to the past, and she convinced me to finally let go of my anger and give friendship a chance. Instead of punishing me she made me her student and... well, here I am today."

"You traveled back in time?"

"Yes... but I can't do it anymore. The scroll was sucked into the time stream and I'm not powerful enough to recreate Starswirl's entire spell." Starlight said quickly.

A-Starlight tapped a hoof to her chin. " _Your_ scroll was destroyed, but _ours_ is still intact."

"I... suppose yeah..."

A-Starlight stared at Starlight, a serious look in her eyes. "What if we could stop all this from ever happening?"

"What do you mean?" Starlight asked uneasily. She suddenly didn't like where this conversation was going.

"When you were making that time travel spell, didn't you ever think about using it to save your friendship with Sunburst instead of getting revenge on Twilight and her friends?"

"I... I did for little bit, but even if I stopped Sunburst from getting his cutie mark that day, the same thing would've happened a few days later. And... I'm not sure if we should manipulate ponies' destinies that way. It just feels... wrong."

Starlight was surprised as her counterpart grabbed her shoulders, and locked gaze with her. "We could save Princess Celestia."

Tense silence hung in the air as Starlight tried to process her counterpart's words. She was right. There was nothing stopping them from taking the scroll from the Canterlot Library, and reconstructing the time spell. All they would have to do is go back in time and stop Chrysalis, or warn Celestia. Starlight thought back to her battle through time with Twilight. It was only afterward that she'd learned how her simple act of stopping the rainboom had rewritten so many destinies for the worse. Isn't that what changing time was? Rewriting destiny. Now, they could change so many ponies' lives for the better.

 _"They didn't know there could be a better way, but we helped them find one."_ A-Twilight's voice seemed to ring through Starlight's head. She saw Longhorn's eyes widen as his memory, his very individuality was erased by A-Twilight's spell. Wouldn't changing destiny merely be a different way of taking away free choice? And not just for one pony, but for everypony in Equestria.

Starlight took a deep breath. "I don't think Princess Celestia would want us to save her."

"What do you mean?"

"If I've learned anything from all this... it's that we have to learn to live with our past mistakes, no matter how badly we want to change them. Rewriting destiny like that... I don't think it's something we're meant to do. When I stopped Twilight's friends from getting their cutie marks, it led to so many horrible futures where all of Equestria suffered. Sometimes using magic, especially time magic to force the world to fit what we want can have unpredictable, sometimes truly horrifying consequences." Starlight said dejectedly.

"Maybe, but isn't it worth the risk for the greater good? We could save all those ponies who had their minds erased, we could bring Harmony-"

"Doesn't that sound like someone you know?" Starlight prompted.

A-Starlight paused. "I guess I do sound a little like Twilight. But-"

"Twilight, your Twilight thought the same thing. She thought that by controlling everything, by changing the world as she saw fit that she could bring Harmony. Maybe she did, but was it worth the price?"

"No..." A-Starlight admitted, hanging her head. "I guess it wasn't. But how are you going to win against them? They're alicorns with dark magic. At least the time spell is a guaranteed solution."

Starlight shrugged. "To tell you the truth, I don't know."

"That's reassuring." A-Starlight said sarcastically.

"Maybe sometimes it's better to take a risk than a guaranteed solution."

"Right, lets gamble on whether we can beat the tyrannical dictators who're planning to force Harmony on two worlds."

Starlight chuckled. "Twilight'll come up with something. She always does. Now come on, we've got to go meet everypony in the mirror room." A-Starlight sighed, trotting after Starlight as they left the grandiose crystal hall. Despite her cavalier attitude, Starlight hid her uneasiness as they walked toward the castle's artifact room. On all their past adventures, Twilight had managed to find a solution, but this time, there was a nagging feeling they'd bitten off more than they could chew.

Starlight stared at the innocent looking mirror, ringed by a red ornate frame. To think this was the room where this all started, a copy of the same room in their own version of the crystal empire, the room where Twilight had journeyed into the human world after Sunset Shimmer.

Zecora, Trixie, Daring Do, Iron Will and A-Starlight all stood to the right, solemn expressions on their faces as they gazed at Starlight and her friends. The air in the room was tense, as even Pinkie Pie's face was serious. Starlight could only imagine the damage done by their duplicates in their world. It didn't bear thinking about.

Luna stepped forward, levitating a small, jeweled case. Twilight and her friends took off their Elements, gingerly placing them into the cushioned box.

"What will you do with them?" Starlight queried.

"I shall keep them hidden, until new bearers emerge. We may have to wait a long time." Luna replied snapping the box shut.

"Perhaps not as long as you construe. Elsewhere the spark of friendship has already begun anew." Zecora said mysteriously.

"Are you sure you don't want us to come with you?" A-Starlight asked.

"Surely the Great and Powerful Trixie's magnificent abilities of illusion could-" Trixie began.

Twilight shook her head. "No. If we aren't able to stop them, we're going to destroy the mirror portal so they can't come back here."

"That won't stop them from coming back." Daring said.

"It'll give you time to prepare." Twilight said grimly. She touched her hoof to the portal, and Starlight saw it begin to glow purple, lighting the passage back to their world.

"Hey Dash..." Rainbow turned around, and saw Daring offer her hat, "Good luck."

Rainbow took the hat with ecstatic glee. "Oh my gosh oh my gosh. Totally. Awesome!"

"Come on _egghead_." Twilight laughed.

One by one, Starlight watched her friends step into the swirling purple light of the mirror. She walked over to the portal, pausing to glance back at her counterpart. A-Starlight smiled, giving Starlight a brief nod as acknowledgement passed between them. Starlight trotted forward into the spiraling purple mass, ready to face what was to come.

"Maybe the Princesses, our princesses could help?" Fluttershy asked hopefully.

Applejack shook her head. "Ah'm willing ta bet they've got Princess Celestia, Luna and maybe even Cadence locked up somewhere."

Pinkie raised a hoof. "But... we have friendship on our side, right? We can do the whole crazy rainbow thing and-"

"But so can they." Rarity said.

"They're more powerful than us and just as smart. Not to mention they can use dark magic." Twilight said, leaning forward on her throne as she studied the cutie map pensively.

"And unlike our other enemies, they're willing to kill." Starlight pointed out grimly.

"What're ya'll sayin, that we have to use their methods? Ah ain't sacrificing my morals like that!" Applejack said firmly, crossing her hooves.

"How else can we stop them?" Twilight asked sadly.

Starlight locked eyes with Twilight silent words passing between them. "We can't do it... not unless we make some kind of sacrifice."


	17. A True Sacrifice

**A-Twilight's POV**

Twilight watched the last few glimmers of sunlight fade as she lowered the Sun, bringing on the darkness of night. She panted slightly from the strain, wiping away the beads of sweat running down her face as she leaned on the railing of the royal balcony for support. The night sky seemed blank and dull, with the few stars dotting the sky blinking halfheartedly, but soon the moon rose to take its place among them, adding a bright sheen to the void. The sound of hurried galloping behind her made Twilight turn around to see her five friends, their alicorn forms still concealed by the glamour.

"What's wrong?" Twilight asked, reading the concern on each of their faces.

Rainbow Dash panted. "It's Chrysalis."

"You found her?"

"No, but Spike got this a few minutes ago from Ponyville." Rarity replied worriedly levitating a small letter. Twilight grabbed it in her aura and brought it close enough to read. "She's threatening to destroy the Tree of Harmony and she's ponynapped Starlight Glimmer as revenge for her last defeat."

Twilight could feel her horn heating up as the anger building within her manifested into a dark aura of magic. "Then she's made the last mistake she'll ever make. I'll make short work of this."

"Maybe we should all go." Applejack suggested. There was a slight edge of worry to her voice that Twilight didn't like.

"I'm perfectly capable of protecting myself Applejack." Twilight said through gritted teeth, her horn flaring brighter.

Fluttershy put a hoof on Twilight shoulder. "We know you are Twilight, but we're your friends. If you're going, we're going."

Twilight put a hoof to her chest, inhaling and exhaling a few times. She smiled, hugging her friends close. "Alright, I'm patient."

Pinkie Pie cheered. "Yay! Just like old times, right girls?"

"Just like old times." Twilight agreed.

All the danger boasted by the Everfree Forest was no hindrance to them as Twilight and her friends made their way through the darkened woods. The sounds of crickets filled the air, accompanied by a few distant growls and the hooting of owls up in the thick branches.

"You know, this reminds me of when we went through forest all those years ago, back in our world." Fluttershy reminisced quietly.

Pinkie jumped up and down. "You mean waaaay back when we fought Nightmare Moon? Ooh that was super fun! But also super scary!" She shivered, glancing at the trees as if expecting them to scare her.

"Heh. Back then we were at the mercy of the forest, runnin' scared like a rat scurryin' from a rattlesnake. Now the forest seems more scared of us than the other way round." Applejack laughed as Twilight blasted away a timber wolf that was foolish enough to try and approach. There were several yelps as the rest of its pack fled for their lives.

"I like it much better that way I must say." Rarity agreed. "Though I suppose we wouldn't have become such close friends without braving all those dangers together." she added as an afterthought.

"I kinda miss fighting all those villains back in the old days." Rainbow sighed. "Now the most exciting thing we get to do is deal with a few protesters."

Twilight stomped her hoof angrily. "Was it exciting when Chrysalis-"

Rainbow raised her hooves up apologetically. "Woah sorry Twi, I wasn't thinking."

"I'm sure she didn't mean that Twilight." Fluttershy said soothingly.

Twilight muttered an apology for her outburst. "Don't worry about it Rainbow. Besides, now we've got an entire new world that needs us to bring Harmony. Tomorrow when we attack the changelings, you'll get plenty of excitement."

"First, we've gotta deal with their ex-queen." Applejack said, pointing down to the luminescent grove of the Tree of Harmony. The air around them shimmered as Twilight dropped the glamour around her friends, revealing their true alicorn forms.

As they flew down to the small cavern, Twilight caught her first glimpse of the Tree of Harmony. She remembered how she had encountered the tree in her own world many years ago, tracing the origin of mysterious black vines that held Equestria in a vice grip. It was soon after she had decided Luna was unfit to protect Equestria, as the princess was unwilling to take the necessary steps to bring true and permanent Harmony to Equestria. They had followed the vines back to the ancient Tree of Harmony, and Twilight could clearly see that the weakened tree was no longer able to keep evil in check. It was as if destiny was telling her that Equestria needed a more proactive keeper of Harmony, someone who could do what was needed to defeat evil forever.

They had poisoned the vines with a powerful toxin, killing them off within hours. The poison had mucked up the animals' habitat for a few weeks, much to Fluttershy's dismay, but they all agreed it was a far better alternative to giving up the Elements and putting all of Equestria in danger. It seemed that their counterparts hadn't been quite so creative. The five elements shone brightly, illuminating the white star in the middle that Twilight knew contained the spark, the element that guided all the others.

Sure enough, Chrysalis stood there waiting for them, her mouth twisted into a hateful snarl like a predator. Upon seeing them her eyes widened. "Alicorns? How did you-"

Twilight grabbed the changeling queen's neck with her magic, dragging her close. "Where's Starlight?!"

Strangely, Chrysalis smiled. "Not here, but I have some other friends who are absolutely _glowing_ with excitement to see you." There was a purple flash, and in Chrysalis' place stood... Pinkie Pie? She grinned lopsidedly. "Sorry."

Twilight watched almost frozen in surprise as Applejack, Fluttershy, Rarity, Rainbow Dash, and her own counterpart shimmered into existence, the invisibility spell around them dispelled. They looked far different than the ponies she had imprisoned back in her own world. All six of them seemed to be permeated with magic as colors flared off of them brightly, illuminating their cutie marks a hundred times over across their bodies. Their manes were lit in brilliant multicolored waves and their wings featured dazzling hues of every color imaginable. Together they looked... unstoppable. As rainbow light arced towards her, Twilight felt a flicker of fear. Maybe their counterparts weren't as naive and helpless as she once thought. Maybe, she decided, they would need to be dealt with, once and for all. For the greater good of all Equestria.

* * *

 **Twilight's POV**

As the rainbow arced toward their counterparts, Twilight saw the A-Mane 6's horns start glowing brightly as multicolored light enveloped them. Another rainbow shot forth to meet the first one, creating a massive light show in the sky.

Their counterparts' rainbow possessed the same colors as their own, but they glowed much brighter, exhibiting a harsh, unrelenting light as if willing to burn everything in their path. By comparison the colors of their own rainbow seemed to have softer tones, lacking the same ferocity and willingness to utterly destroy. Despite her struggle to fight back the fiery light, Twilight saw that their counterpart's beam was slowly beating back their own.

"Split up!" Twilight yelled over the crackling magic. Her friends dove out of the way, breaking off their rainbow connection. The burning rainbow of their counterparts crashed into the ground, leaving a smoking crater of dead plants and liquidized rocks.

Before she could process what just happened, Twilight felt herself roughly shoved out of the way as a bolt of lightning zipped past her. She saw A-Rainbow hovering over them, her horn smoking as another bolt of lightning charged up. A burst of wind zipped past Twilight's face as Rainbow Dash knocked her counterpart aside, engaging her in mid-air in a blur.

To her right, Twilight heard a loud yell and turned to see Applejack struggling to hold back A-Applejack, the latter's sharp horn just inches from Applejack's throat. Unfortunately, Twilight had no time to help her friend as A-Twilight had recovered from her shock, shooting an immense beam of purple energy toward her. Instinctively a teleportation spell crackled off of Twilight's horn just before the blast hit her. She appeared in the air, using her wings to steady herself as another barrage of attacks barely missed her, vaporizing a nearby tree.

Using all the flying tricks Rainbow Dash had taught her, Twilight whirled and spun through the air to evade the assault. She caught sight of Fluttershy trying her best to stare down several animals that A-Fluttershy seemed to have hypnotized to serve her. They growled aggressively, but seemed hesitant to attack Fluttershy. It was, in the most literal sense, a battle of nature vs nurture.

Changing tactics, Twilight cast transfiguration spells, stunning spells, nature spells even minor wounding spells, trying to stymie her opponent's aggressive magic. Yet for every spell Twilight cast, A-Twilight seemed to already have the counter-spell ready. It was, in the literal sense, like fighting herself. A-Twilight seemed to know what Twilight would do before she did it, responding with disproportionate force.

The destructive magic forced Twilight on the defensive, breaking shield after shield as she struggled to keep up. If this kept going the same way, A-Twilight's beams would continue hammering away at Twilight's defenses until she was helpless.

"This isn't about Princess Celestia anymore! This is about you!" Twilight grunted, trying to hold her shield together as another blast drilled into it. "You've become a worse villain than Chrysalis ever was!"

A-Twilight narrowed her eyes as her purple pupils seemed to flash in anger. "I perfected my world! So many lives ruined because I held back, because _you_ held back! When we should've used all our power!"

"For what? To terrorize? To _kill_?"

"If I have to become the villain to bring Harmony... SO BE IT!"

Twilight teleported again, this time on top of her counterpart, ready to slam her to the ground. But again A-Twilight seemed ready, easily dodging the blast and letting out an immense pulse of power, knocking Twilight roughly into the cavern wall. Fighting to clear the spots in her eyes, Twilight briefly saw Rarity fighting A-Rarity nearby.

It seemed their counterparts weren't pulling any punches. A-Rarity swooped through the air, hurling sharp diamond spikes with deadly points that gleamed in the light of the tree. Rarity repelled most of them with her telekinesis, though one managed to painfully graze her flank, distorting her treasured diamond cutie mark.

"Oh that's it! No more miss nice Rarity!" Her horn glowed with her soft blue aura and several dresses appeared in front of her, pelting themselves at A-Rarity. "Take that you uncouth villain who... also happens to be me..." Rarity tapered off as she registered the weirdness of the situation.

There was an orange glow and a sizzling sound, and soon A-Rarity was surrounded by dozens of half melted dresses. "I can't believe I used to be that soft." she sighed, shaking her head.

Rarity gasped. "How could you!? I never expected you... me... to destroy such carefully crafted- " A-Rarity didn't respond, lighting her horn again with a fiery blue aura. Rarity stumbled as diamonds began to grow from the ground with jagged edges. Desperately, Rarity began channeling her diamond spell, trying to predict where the cursed gems would appear and dodge their deadly points. "I'm ashamed to think I could ever become you! This isn't generosity... this, this is horrible!"

"Generosity?" A-Rarity snarled. "All ponies have ever done is take from us, from anyone they can! Why. Not. Force them. To... give something... back!?" A-Rarity grunted as she struggled to keep her spell going, using her wings to maintain air superiority.

"Because, I've seen for myself that being generous can inspire others to do the same!" Rarity argued, leaping out of the way as a giant diamond collapsed where she had just been. "Without force!"

"Then you're too deluded to see the truth."

As the pain in her head subsided, Twilight saw A-Twilight turn her attention toward Rainbow Dash, who was fighting to dodge dozens of lethal lightning bolts as storm clouds swirled around A-Rainbow in a fury. Black energy began charging up on A-Twilight's horn, a spell Twilight knew, would kill her friend instantly.

"NO! I won't lose her again!" Twilight yelled angrily, shooting into the sky as streaks of purple and pink sparked off of her empowered form. She tackled A-Twilight, forcing her to lose concentration on the killing spell. A-Twilight threw her aside, letting out a massive burst of power.

Rage flooded through Twilight like a broken dam spilling out all the water it had held back for years. She wouldn't let this... this shadow of her take her friends! Twilight felt her full power rising within her, made even stronger by the magic of her empowered form. A gigantic stream of purple energy escaped her horn, meeting A-Twilight's blast in mid air. Light flashed in Twilight's eyes, forcing her to avert her gaze as an intense heat flung her to the other side of the cave.

There was a loud CRACK that seemed to echo throughout world itself. Blinding white light streamed into the cavern as if the sun had descended to the surface. It slowly faded away, allowing Twilight to see the source. The Tree of Harmony had a slight crack in its crystal bark, right over the star that contained the Element of Magic. A hint of the glittering purple stone underneath showed through the gash. The spark... the element that guided all the other elements, gave them meaning, either good... or evil.

Twilight heard a loud crackling behind her just before a purple hoof struck her in the face. Her horn fizzled, its magic thrown in disarray by such a direct blow. A dark purple aura surrounded Twilight, pulling her face to face with A-Twilight's gaze. A-Twilight just stared in her face, her horn glowing a sinister smoky black. Yet Twilight could see a slight hesitation in her counterpart's eyes as they bore into her, deciding whether to topple into the deepest level of the abyss.

"Y-you can't do it, can you? I'm the last piece of your past, the last reminder of who you used to be."

"Who I used to be wasn't good enough to protect Equestria. I've sacrificed my morality, my mentor... but this, this is the ultimate sacrifice isn't it? The final test to pass. I have to sacrifice _my past_."

There was something beyond anger on A-Twilight's face, something even more frightening. Apathy. Twilight closed her eyes, waiting for the final blow to come.

"Stop!"

Twilight and A-Twilight turned to see Starlight Glimmer encompassed in her own shimmering aura as she floated down towards them.

"Starlight." Twilight breathed in relief.

A-Twilight tossed her aside, looking up at Starlight contemplatively. "You're the whole reason I came to this battle. To save you from Chrysalis."

"I know. And now I'm here to save Equestria from you."

"Save it from us? We want to create a perfect world, just like you once did with your village."

Starlight shook her head. "That may have worked on my counterpart, but it won't on me. I've learned the meaning of true friendship... and real friendship isn't perfect. That's what makes it worth having."

"It doesn't matter what you think. You aren't powerful enough to stop us anyway." A-Twilight scoffed.

"You're right, I'm not powerful enough. But this is." Starlight levitated a small triangular necklace, crafted in bold red and black colors.

"The Alicorn Amulet..." Twilight muttered, trying to make sense of what she was seeing. "Starlight wait! You said you had a spell to-"

Starlight shrugged, smiling sadly as she fastened the amulet's clasp to her neck. "Since when have I been the most honest pony? This is the only way... I'm sorry Twilight."

Twilight tried to channel her magic desperately trying to cast a spell, any spell that would stop this. But her horn was still lame, merely sparking uselessly. The amulet shone with an intense red light, casting a sinister gleam in Starlight's eyes. "No..." Twilight whispered, "I'm not ready to sacrifice a friend."

"Enough of this!" A-Twilight yelled releasing all her pent up magic in a fiery blast. Starlight's horn glowed, her aura a deep red instead of the usual light blue. A crimson shield encircled her, dispersing the blast as if it were a stream of water.

"What?!" A-Twilight exclaimed in surprise. "Nothing should've survived that, nothing!"

Starlight grinned. "You have no idea how long I've wanted to do this." A red beam of power crackled out of Starlight's horn hitting A-Twilight in the chest, causing her to cry out in pain. Twilight felt her heart drop as she realized what was about to happen.

"W-what are you..." A-Twilight looked back at her flank, groaning in pain as her cutie mark was magically ripped away. Her wings melted away into a dark liquid, leaving A-Twilight as just a normal unicorn. Starlight looked up to the sky where Rainbow Dash and her counterpart battled at super speed as lightning crackled from A-Rainbow's horn.

Squinting her eyes as if aiming, Starlight let out another beam of red energy, catching A-Rainbow in the back. The blue alicorn yelled in pain and surprise as her lightning cutie mark was peeled off her flank and her horn melted away. Rainbow Dash swooped to catch her as she plummeted from the sky, managing to stop A-Rainbow from smashing into the ground.

But Starlight had already moved on, her magic now focused on A-Fluttershy who squirmed and cried as her butterfly mark was taken away. The animals stopped growling, running up to Fluttershy for comfort.

"Starlight look out!" Applejack yelled, but Starlight was faster. A-Applejack didn't stand a chance as she was blasted out of the air before she even got within 5 feet of Starlight. The orange alicorn's horn and wings melted away as she landed on the ground with a thud. A-Rarity quickly suffered the same fate, screaming as her wings dissipated into a dark mist.

"Hey, little help here girls?!" Pinkie called out. Twilight managed to turn her head slightly, and saw A-Pinkie standing over Pinkie Pie with a wide grin.

"Let's put a smile on that face!" she sang cheerfully as her horn started to glow.

"Yeesh, somepony's been reading too many Cupcakes spin-offs." Pinkie grumbled as she covered her face. A blast of red magic knocked A-Pinkie aside, and soon her wings and horn were history. But any spark of victory Twilight felt was destroyed when she looked up at Starlight.

She was breathing heavily, the red aura around her horn intensifying as the six cutie marks circled her creepily.

"Starlight it's over! Take it off!" Twilight pleaded. Starlight's eyes were now completely red, holding a sinister gleam that made Twilight shiver.

"Why should I!? So I can be your inferior again? So you can order me around _princess_?! Maybe I should take away your special talent too! Then we'll ALL be EQUAL!"

"Starlight this isn't you! The amulet is corrupting you!"

When Trixie had first lost the Alicorn Amulet, Twilight had secretly been glad that it was only _Trixie_ that had gotten ahold of it. But now one of Twilight's worst nightmares had been realized. Despite their similarities, Starlight's power was leagues above Trixie's... and the amulet could corrupt her to do far worse things than making a chariot without wheels.

"Corrupting me? No Twilight, the amulet is showing me the truth, the truth you don't want to admit. You don't really trust me! All these friendship lessons are a ruse to keep me in check... because you're afraid. Afraid of me! Afraid of the change I was going to bring!"

"That's ridiculous!"

"Is it? In a land where everyone is equal, there wouldn't be any _princesses_ would there!" Starlight yelled. Her eyes flashed dangerously as the cutie marks began to circle her more vigorously. The Alicorn Amulet shone with lurid red light, illuminating Starlight in an eerie way.

"Starlight we do trust you!" Twilight turned, surprised to Fluttershy looking up at Starlight with a determined expression.

Rainbow Dash flew over to join her fellow pegasus. "Yeah, just because you've made a few mistakes in the past-"

"Mistakes?" Starlight laughed. "Oh no those weren't mistakes, my only mistake was abandoning my ideals to make friends with the likes of you. But now I know better, now all of _you_ can't hold me back from who I'm meant to be!"

"The amulet wants you to go back to who you were, but do you want to?" Twilight asked. "After all the friends you've made, all the ponies you've helped?" Twilight asked. "After reuniting with Sunburst again?" she added instinctively.

"Sunburst..." Starlight blinked, her eyes turning back to their usual color. She had a pained expression on her face. "T-Twilight... you have to destroy me. Please."

"No! No there has to be another way... there's always another way." Twilight pleaded desperately.

"No... there isn't. Quickly, before I *ugh* lose control again. Do it... to save Equestria."

Tears streamed down Twilight's face in a free flow as she realized what Starlight had intended. "You knew this was going to happen. You- you sacrificed yourself."

"Yes. Just... I hope you remember me as your friend, not... this." She pointed to the amulet which was now glowing furiously. Starlight held her head, groaning in pain.

Twilight wracked her brain for any solution she could think of before the amulet regained control of Starlight. Anything. But in her heart of hearts she knew there was nothing she could do. Starlight was the only one who could take off the amulet, and she wouldn't as long as it had her under it's sway. It would keep feeding her lies, strengthening her paranoia and preying on the trauma of her past. Her past...her past!

"You have to fight it Starlight, you've fought your past before and won!"

Starlight blinked again, and her eyes were once again as crimson as blood.

"You were the one who said that we always look for the light within the darkness! You have to find your own light, break free of the darkness!"

"Oh please, if my weaker self couldn't break my control before, what difference is there now!"

"The difference is... that I believe in you Starlight."

Fluttershy nodded. "I believe in you Starlight."

"So do I." Rainbow said firmly.

"Ah believe in ya Starlight."

"I believe in you darling!"

"Ooh ooh me too me too!" Pinkie grinned.

"We all have faith in you Starlight... and if you don't believe me... you can have my cutie mark. I won't fight you." Twilight said, managing to stagger to her hooves. Her friends shouted in protest, but Twilight ignored them, looking up at Starlight with a determined expression.

Starlight laughed, but this time there was a nervous tic to it, as if she was surprised. "You won't fight me... not even for the special talent that makes you a princess!?"

"No. My special talent and the element I represent are more than just magic, they're the ability to spread the magic of friendship. And if you don't feel like you're really my friend... then I don't deserve my talent any more than she does." Twilight pointed to the unconscious form of her counterpart.

"You're willing to give up..." Starlight held her head, shaking violently as she seemed to wage a massive internal struggle. Suddenly, Starlight grabbed the amulet and flung it away.

The red aura around her faded and Starlight slowly began to descend to the ground. She landed at Twilight's hooves, smiling tearfully as she held out the jar containing the A-Mane 6's cutie marks. Twilight pushed it aside, pulling her friend into a much needed hug, which soon became a group hug as the rest of Twilight's friends joined them. The seven mares wept silent tears as they realized it was finally over.


	18. A Defining Choice

A-Twilight had been strangely cooperative. It wasn't long before Twilight and her friends found the statues of the princesses, Shining Armor and Discord locked up in Canterlot Tower. After they had freed them, Twilight and the others managed to recount their journey over the past few days, with some (un)helpful visual aids from Discord. Though hesitant to believe what they were hearing, the Princesses quickly became enraptured with horrified fascination.

"It's... incredible. A world so similar to our own... yet so different." Luna mused sadly. "I can only imagine the pain my counterpart must feel. To return and so quickly lose..." Celestia laid a comforting hoof on her sister's shoulder.

Discord scoffed. "Oh please, you've seen a world where you're a talking ape and digested that perfectly well. Is it really that hard to believe there are worlds nearly identical to our own? Honestly it's like you've never read a comic book." Luna shot him an annoyed look.

"To think that we did such terrible things..." Cadence muttered grimly.

Shining Armor shook his head. "We never know what we're truly capable of."

"Pray that you never find out." Luna said in a pained tone, her eyes closed as if she was drawn into reminiscence.

"It is clear that Equestria owes you all a great debt of gratitude, as do I. Even you, Discord." Celestia nodded toward the draconequus hesitantly.

"Doth my ears deceive me?" Discord said gleefully, his right ear turning into the giant floppy ear of an elephant.

Celestia sighed. "Thank you, Discord and... I'm sorry."

"Sorry? For what, not trusting me?" Discord chuckled. "Oh no hard feelings Celestia, these things tend to happen with 1000 years of bad blood. But..." he glanced briefly at Fluttershy, "maybe things will be different from now on."

"I hope so." Celestia replied with an uneasy smile. The draconequus gave Fluttershy a small wink and disappeared with a snap of his talons.

"You have all shown bravery and courage beyond anything we could have asked." Luna shook her head. "I believe we have surmounted perhaps the greatest threat Equestria has ever faced. Long ago, I once said that if the six of you were evil and united, there was no question you would have been unstoppable. A nightmare I never believed would be realized."

"Even now it's kinda hard to wrap my head around it." Applejack agreed.

"My other self wanted to force ponies to be happy, whether they liked it or not." Pinkie shuddered.

"It was like our Elements were taken to horrible extremes." Fluttershy said darkly.

"The disturbing thing is... it worked." Twilight watched as everypony turned to Starlight with a shocked expression. Starlight seemed oblivious as she continued in a bitter tone. "Their world had no villains, no hatred, no loneliness..."

"Only fear." Twilight finished. Starlight nodded in agreement.

"It is fortunate that your friendship was able to save the day once again." Luna said thoughtfully.

"Actually it wasn't our friendship this time. It was Starlight who saved us." Rainbow Dash explained, pointing to Starlight with a hoof.

"Really?" Celestia asked interestedly.

"I-I used the Alicorn Amulet." Starlight confessed. There were several gasps of horror, to which Starlight looked down sheepishly. "I knew it would corrupt me, but there wasn't any other way to stop them short of killing them. Zecora was hesitant to give it to me, but we agreed it was the only way. I assumed once I'd won the battle, I'd be weak enough that Twilight could strike me down. But she refused. Luckily with her help I was able to fight the Amulet's corruption before it was too late."

"Lucky indeed." Luna said crossly. "It is a feat that no unicorn has ever accomplished."

Starlight shrugged. "I have a knack for that kind of thing."

"It was an immensely foolish gamble, but one that was able to save us from far worse." Luna admitted grimly.

Celestia put a hoof on her sister's shoulder. "Best not dwell on it. What's done, is done. There is still much work we have left in order to fix the damage your counterparts caused. Shining Armor, you must attend to the royal guard immediately and order our army to stand down. It seems we have just barely averted an extermination of the entire changeling race. Luna and Cadence, you must go address the public, let them know what happened... but spare the details."

"What about us Princess?" Rarity asked hopefully. "If there's anything we can do to help-"

"You must return to Ponyville and see to your friends and families. I fear the worst damage of all has been done there." Celestia said. "Spike will meet you at the train station."

As her friends trotted out the door, Twilight turned to follow, but Celestia stopped her. Soon the others left, and it was just the two of them in the ornate tower.

"Twilight... it is not hard to guess what is troubling you." Celestia said gently.

Twilight couldn't hold her emotions in any longer. Pained tears streaked across her face as she turned toward her mentor. "Princess I... I did all this. I hurt _so many_ ponies."

"No, _you_ did not." Celestia said firmly, lifting Twilight's head with a hoof. "You cannot blame yourself anymore than you blame your friends for what happened when Discord corrupted them."

"This- this isn't the same. They aren't some kind of evil opposite version of us like when Discord or the dark water corrupted us. They were _us_ princess... but- but _colder_. Apathetic. To think I became that... that I could _become_ that..."

"You know of Luna's fall to Nightmare Moon." Celestia posited. "Do you know what caused it?"

Twilight thought back. "There were these shadow creatures from the moon- the Nightmare Forces. They possessed her right?"

"But what allowed them to do so?"

"She... she was jealous." Twilight said hesitantly. "Angry that ponies slept through the night and enjoyed the day."

Celestia nodded. "The Alicorn Amulet, the Nightmare Forces, the dark water... those are just catalysts, feeding upon what is already there within us. Fear, anger, jealousy, doubt, even hatred... none of us are immune to them. We always have both good and evil within us, and we have a choice between them. Having a darker nature does not make you evil Twilight, rather acknowledging it and resisting its temptation makes you stronger. It is that fundamental choice between right and wrong, the choice your counterparts sought to take away, that defines who we are."

Twilight could tell Celestia's words had good intentions, yet they did little to assuage her dark thoughts. Her rage against Tirek and the nightmare of her friends running away in fear swirled at the forefront of her mind. Celestia draped a wing over her, pulling Twilight close.

"Look around you." Celestia pointed to the stained glass windows that depicted Twilight's triumphs over the years. "These windows show only a fraction of the great things you have done for Equestria and all the ponies whose lives you've touched for the better, including my own. You are a good pony Twilight. Your flaws do not change that."

As she looked at the windows, memories of happy times long past flashed through Twilight's mind. Yet there was a double vision. Twilight winced as she saw the windows warp into the darker versions of her triumphs she had seen in the parallel world. "I think... I just need time princess. Time to sort all this out."

"I understand." Celestia replied. Her expression seemed far away, as if she too was reflecting on the darkness the events of the past few days had brought to light. "Your friends are waiting for you at the train station. Join them when you feel ready."

Twilight nodded, trotting toward the doors. "I will. Thank you Princess... for everything." Her aura swung open the ornate door and she stepped past it.

"And Twilight..." Twilight turned back, and saw Celestia looking sadly at the window of Nightmare Moon, the torchlight causing Celestia's own reflection to ripple across it. "Know that you aren't the only one who fears where her flaws might lead her one day."


	19. Reflections in Friendship

The crystalline features of the cutie map and the seven thrones surrounding it sparkled as the glow of the crystal mirror shone throughout the room, illuminating the features of everypony present in radiant tones. Twilight watched the endless spirals of the red vortex contained within the mirror's dimensions as the machinery around it hummed with electricity. She turned her gaze, observing the span of expressions on her friends' faces as they watched their counterparts step into the mirror's light. Spike shifted uneasily beside her, observing the duplicates as they glanced back with regretful or disgruntled expressions, their flanks now bearing a small black equal sign instead of their cutie marks. One by one each of them silently trotted into the portal, resigned to whatever punishment awaited on the other side. With the last of her friends gone, A-Twilight trotted up to the mirror, stopping just in front of it and turning to face Twilight with a bitter expression.

"One question. Why?" the former alicorn asked resentfully.

"Because Equestria deserves a chance. A chance to be something better than what you would make it." Twilight replied.

"We created a world of friendship, a world of Harmony!"

"You made a world where friendship was meaningless. There may have been Harmony, but it was based on fear and tyranny." Twilight replied looking her counterpart in the eye as she searched for the right words. "The Elements of Harmony aren't something you can _force_ ponies to live by. They're meant to inspire us to bring out the best in ourselves and each other! They need to be guided by friendship and tempered by love... and compassion-"

"And forgiveness." Starlight finished. Twilight felt her pupil's comforting hoof on her shoulder.

"Those are the values Princess Celestia taught us, the values _you've_ forgotten." Twilight said sadly.

A-Twilight narrowed her eyes. "Princess Celestia is weak... too weak to do what needs to be done. That's why your Equestria will never be safe."

"No, she's _not_ weak." Twilight said firmly. "She could have done what you did, but she was wise enough not to. She knew where it would lead."

"And so do I." A-Twilight shook her head, stepping into the portal. "There'll be a day her mistakes catch up with you. And when that day comes, you'll learn that fear, fear is more powerful than friendship could ever be."

As red light of the mirror absorbed her, the portal faded, leaving the mirror reflecting only Twilight's face back at her.

* * *

"Are you sure we made the right choice... sending them back?" Rainbow asked uncertainly, with an almost angry edge to her voice. "They took over Equestria, brainwashed anypony they didn't like, and tried to..." she bit her lip and looked at Spike nervously. " _hurt_ us. Badly."

"Indeed! No matter what that other Starlight says, I'm not quite sure they _can_ be reformed." Rarity agreed, brushing her mane nervously.

"That's what we said about Discord too Rarity." Pinkie replied, pulling out a Discord plushie toy from seemingly thin air and hugging it. "But he ended up saving us!"

Fluttershy nodded, accepting the toy as Pinkie handed it to her. "We've got to give them a chance. They're _us_ Rainbow, and if there's no hope for them, well..."

"Besides, without their special talents they ain't a threat no more." Applejack added.

Starlight sighed, levitating the small jar as she stared at the six glowing cutie marks within. "Don't be too sure."

"What do you mean dear?" Rarity asked worriedly.

With a small smirk, Starlight set the jar down atop the cutie map's projection of her old village. "Just... don't underestimate yourselves."

A familiar beeping noise filled the room, and Twilight instinctively looked to her flank. Sure enough, her cutie mark was glowing, moving in a inward pattern.

"Ah guess that means a job well done gals." Applejack said with weary smile. Everypony rose from their thrones, making preparations to leave.

"It's still so unsettling." Fluttershy shuddered. "I never thought we could be so... _evil_."

"They weren't evil." Twilight sighed. "In a way... they were still us."

"Yeah it's strange." Spike said uneasily. "When they were in Ponyville, they acted exactly the same as you. I guess because, they _were_ you. But they were sort of... different. More _efficient_ I guess. But besides that, they also seemed afraid, paranoid even, trying to keep me with one of them all the time like something was gonna happen."

Twilight caught her friends' gaze as they fidgeted uncomfortably in their thrones. They'd decided not to tell Spike some of the darker details of their adventure, especially the root cause of their counterparts' fall: Celestia's death. He was still a baby dragon after all, and some things were better left unsaid.

"Yes... although, they were rather effective weren't they?" Rarity commented as she levitated a few more clothes into her saddlebags. "They managed to achieve all our goals."

"Yeah, but they felt so... _hollow_." Applejack said darkly. "I suppose they were something like us, us without any... _restraint_ ah guess-"

Rainbow Dash yawned loudly, interrupting Applejack and earning a dirty look from the farm pony. If Rainbow caught it, she acted oblivious. "All this existential talk is great everypony, but I'm _beat_. Think I'm gonna head home and hit the hay. Plus, I gotta find a good spot to display my _original Daring Do hat_! How many Daring Do fans can say they have that?!"

"How many fans are gonna believe her when she says she got it from an alternate universe?" Twilight heard Applejack whisper snidely.

Pinkie jumped off her throne in a backflip and landed in front of Rainbow. "Sleep?! Are you kidding Dashie?! I could stay up forever and ever and zzzz..." The party pony collapsed midsentence and started snoring. With a heavy sigh Applejack picked her up and hefted her onto her back, mumbling something about too much sugar.

"I should get home too Twilight, Angel tends to get cranky without a bedtime story." Fluttershy said. With a slight gasp, she covered her mouth with her hooves, a look of horror in her eyes. "Y-you don't think he'll be scared of me do you? Oh dear... that other me... she probably used the Stare on him when he tried to argue! Oh that poor thing!"

"To be honest Fluttershy, I'm worried they'll _all_ be afraid of us now." Twilight replied in a troubled voice.

"Why?" Applejack asked indignantly. "They know _we_ didn't do those things."

"Even when that dark water corrupted you into your evil opposites, it's not like anypony was actually _afraid_ of you afterwards." Spike pointed out.

"I'm not so sure this time..." Twilight said somberly. "They know what we're _really_ capable of now."

"It isn't our abilities that make us who we are Twilight, rather it's our choices of what to do with them." Rarity stated eloquently. "I suppose that this whole ordeal proves that."

"But I don't wanna be a Hufflepuff!" Pinkie muttered in her sleep.

"I better get her home." Applejack sighed, trotting towards the door. "Ah gotta say, in all this friendship mission business ah never expected we'd be saving a whole world!"

"Totally!" Rainbow agreed. "I've had enough adventure for a while at least!"

"Ten bits says she'll be moaning about how bored she is tomorrow." Applejack joked.

"Oh I won't challenge you on that one dear!" Rarity chuckled.

"I heard that!" Rainbow yelled crossly, chasing the two out the door (three counting Pinkie Pie) as Fluttershy timidly followed. Despite the throne room doors swinging shut behind them, Twilight could hear Rainbow and Applejack bickering loudly as they trotted toward the castle's front doors. Some things never changed.

Spike rubbed his eyes and stifled a yawn unsuccessfully, letting out an involuntary cloud of smoke. "I think I'm gonna call it night too Twilight." he said sleepily. He walked over to the doors and made to push them open, but paused as if in thought. "What did that other you mean Twilight?"

"About what?" Twilight asked, exchanging glances with Starlight.

"She said her world was a world of Harmony. But the stuff she did, it just felt... _wrong_. Freaky even." Spike said uneasily. "What exactly is in that other world?"

"It's weird Spike." Starlight replied pensively. "So much like our world, yet so different in... _tone_ I guess. Less... _carefree_."

"Huh, sounds sorta dark." Spike mused. "I never thought of Equestria as _carefree_ really."

"Believe me Spike," Twilight said, looking up at the gem lined chandelier that lit the room. "There are some things you don't miss until you know what life's like without them."

Spike looked like he was about to say something, but he was cut off by another yawn. He settled for a mumbled 'goodnight' as he let the door close behind him.

"You weren't just talking about the old library were you?" Starlight asked softly, slumping her shoulders. "You were talking about your friends."

"Starlight I forgave you a long time ago." Twilight replied. She looked at her reflection in the enchanted mirror, observing the details of her fatigued visage. Her face looked weary, as if the world had taken it's toll on her. And, it had in a way. The face staring back was so similar to her counterpart's... except the eyes. They weren't quite as... _cold_. There was some indescribable softness there, a warmth... but how long would it last? Every fire burns out eventually.

"You may have forgiven me, but I've learned it's just as important to forgive yourself. You didn't do those things Twilight. And you never will."

"Never." Twilight repeated sadly. She turned to face her pupil. "Maybe I didn't do those things... but in a way I _did_. It's horrible, but I can understand why my counterpart did what she did."

"She was afraid, afraid of losing her friends." Starlight guessed. "So she used fear to control things, make sure the same thing would never happen again. I guess... I know what that's like more than anypony. When you succumb to fear once, it gets easier and easier to justify things." Starlight looked down at the floor regretfully. "Control becomes more important than the ponies you're trying to protect."

Twilight closed her eyes, taking a deep breath. "I'm the Element of Magic Starlight. But it's equally correct to call it the Element of Friendship. I care about my friends... and I _am_ afraid of losing them. It's led me to make questionable decisions in the past. Do you remember the Secretariat Comet?"

"I remember. It passed over Equestria a couple years ago and it amplified everypony's magic. Applejack told me Chrysalis captured the Cutie Mark Crusaders and tried to bait you into a trap so she could use the comet's power to get revenge for what happened in Canterlot."

Twilight merely nodded, sitting in her throne as she looked over the flickering map.

"But... you beat her right? You stood up to her and blasted her and her army with powerful magic, saving the day!"

"I wish it had been that easy." Twilight said in a troubled voice. "I did blast Chrysalis with the most powerful magic I had, but it wasn't enough. She threatened to hurt my friends, unless... unless I joined her. I agreed Starlight, I... I just couldn't lose them. Before anything could happen, the comet passed over, and I managed to win the fight. I didn't really think much about it afterwards, but now I can't help but wonder... would I have become the very monster I was trying to stop?"

Starlight hesitated. "You- you had no choice Twilight. You can't blame yourself."

Twilight sighed. "That was the first time I faced that kind of choice, but it wasn't the last. When Tirek offered to trade my friends for my alicorn magic I... I couldn't refuse. I should have chosen Equestria's safety but..." Twilight looked at Starlight sadly. "They're like a part of me Starlight, a part I can't live without. What if one day I'm pushed to my limit and I have no choice but to use dark magic... or-or even kill? You said it yourself. The more lines you cross, the easier it gets. It isn't hard to see how that other Twilight and her friends ended up where they did. Or how I could do the same."

Starlight looked away, as if in deep thought. "When I was being controlled by the amulet you should've zapped me when I was vulnerable. It was the rational thing to do... maybe even the right thing to do. It's definitely what that other Twilight would've done. I would've been gone, but at least everypony would be safe. But you found another way. You always do." Starlight paused, glancing at Twilight's throne. "I think... I think that's why you're the Element of Magic. You have this... _faith_ , faith that there's good in everypony... every _body_."

Twilight thought about that. "I suppose... I suppose it's because I have no room to judge." She cracked a small smile. "Maybe there is something to that whole equality in friendship thing you were talking about.

"Ha ha." Starlight laughed sarcastically, rolling her eyes with a small smile.

"And what if faith isn't enough Starlight?" Twilight asked, her tone slightly serious again. "What if it's too weak to bring Harmony?"

"I-I don't know Twilight." Starlight admitted hesitantly. "I guess... all we can do is make things better, one friendship at a time."

"Using my own words against me _again_?" Twilight joked. "That's not much of an answer."

Starlight shrugged, grinning guiltily. "No... but it's something, something to live by."

Twilight couldn't help but crack a small grin of her own. "You're a good friend Starlight. And... I'm proud of you."

"Does this mean I get a break from friendship lessons tomorrow?" Starlight asked hopefully.

"Not a chance."


End file.
